The Fairies in New York
by CamSpams
Summary: AU. What if instead of going into stasis, the Fairies on Tenrou Island were magically transported to the home of a certain wall crawler? Join Spidey and the Fairy Tail Guild as they try to solve the mystery of how they arrived in the Marvel Universe. Humor, action, adventure, and more await you in this story! Sequel to The Spider and the Fairies. (On Hiatus)
1. New World and a Familiar Face

Chapter 1

 **Tenrou Island, X784**

After battling the Dark Guild known as Grimore Hearts, the Fairies took the time to rest and collect themselves, but fate didn't have that in mind for them. Suddenly a Black Dragon appeared over the island and the Fairies were in shock. After they battle the Black Dragon for a few minutes, they knew their victory was impossible. "I'm a fricking Dragon Slayer," Natsu said as he got on both knees and slammed the ground with his fists. "I can't even kill a single Dragon."

"Everybody run," Gildarts shouted. The Fairies began to retreat to the boats. Noticing Master Makarov wasn't retreating, Gildarts shouted, "Master come on!

"You go my children," Master Makarov said. "My final act as Guild Master will be protecting you all," he continued as he enlarged himself and charged the Dragon. Battling for a few minutes, Master Makarov found himself pinned to the ground by the Dragon's talon. Suddenly the Fairies returned to fight alongside their Master. "You spoiled brats, what do you think you're doing?"

"We're not the kind of guild to make an old man fight our battles," Laxus said as he extended his hand to help Master Makarov up. The Fairies then combined all their attacks, but it was to no avail.

The Dragon took flight and began charging its breath attack. The Fairies realized they won't be able to defend against the attack and began losing hope. Seeing a crying Lucy, Natsu grabbed her hand and said, "Come on Lucy. We're not gonna go out crying." Lucy nodded and stood up.

"Let's join hands my children," Master Makarov said. The Fairies formed a circle, and he continued, "Let's all go home to Fairy Tail." The Dragon released its breath attack, obliterating the island.

 **Earth 671, New York City, December 23** **rd** **, 2015**

A robber is spotted exiting a store with a bag of cash. Suddenly he is cut off by a man in a red and blue costume. "Out of my way," the robber shouted. "I'll sh-HMMMPH!"

"You're definitely going on Santa's Naughty List," the man replied. Charging and taking down the robber, he continued, "Hope you like your presents: Coal and hard time." The man webbed onto a building and swung away.

"Thanks Spider-Man," the store owner shouted as he left.

"No problem" Spidey shouted back as he continued swinging. Landing on a rooftop, Spidey thought, _Another beautiful day in New York City._ Seeing a car chase, Spidey thought as he began his pursuit, _Another day of being Spider-Man._ Swinging for a few minutes he finally landed on top of the car. Peeking his head on the driver side, he said, "Whoa whoa, you guys doing some last minute Christmas shopping?"

"It's Spider-Man," a robber shouted. "Blast him!" The robbers inside began opening fire towards the roof.

Dodging bullets, Spidey said, "Look guys! I know you want to be New York traffic, but the presents aren't going anywhere." Reaching in and pulling the driver out, Spidey webbed him to a nearby building and said, "Hope your car has an autopilot system." The robbers inside began to panic. "No? Well you'll be happy I'm here," Spidey said as he leaped off and made a giant web where the car was heading. The cop cars arrived and thanked Spidey for the help. "Consider it an early Christmas present," Spidey said as he swung away. Swinging through the city, Spidey thought, _It's been a year since I graduated high school and Nick Fury's Shield Academy. I wanted to go to college, but tuition ain't cheap, so I got a job at STARK Labs. Aunt May wanted to pay, but she's done a lot for me already, so I felt like I needed to do this myself. With all the money I saved up and my super sharp intellect, I managed to get in with a Scholarship. Also as a bonus for being a loyal employee, Tony let me have one of his penthouses, half off! I can also buy presents for all my friends this time! Mary Jane, Harry, White Tiger, Iron Fist, Power Man, Agent Venom, Iron Spider, Squirrel Girl, Cloak and Dagger, even Nova…_

"Breaking News," a news reporter shouted on the monitor. "There has been a prison break at Ryker's Island!"

 _Santa's Naughty List just got a lot bigger,_ Spidey thought as he made his way to Ryker's Island. Around 2 AM, Spidey returned to his apartment, swapped out of his costume, into his pajamas, fell onto his bed and said before he passed out, "Ok...that's a lot of coal Santa is going to be delivering." During the night he felt a sudden rumbling and uttered, "The other heroes can deal with it…." About 4:30 AM, Peter's phone rang, picking it up he answered, "Hello…"

"Good morning sunshine," a male voice said.

Looking at his phone, he saw an African American man with an eye patch and sweet facial hair, and replied, "Nick Fury…."

"Good, it looks like I have your attention," Fury responded.

 _You had my attention when a strange man said 'Good morning sunshine',_ Peter thought. "Do you know what time it is," Peter asked.

"Yes I do," Fury replied. "Hey, could you look out your penthouse?"

"Why would I do that," Peter replied.

"Do it or I will send SHIELD Bots," Fury said.

"Fine fine," Peter said as he made his way to a window.

"Tell me, what do you see?"

Examining the area, Peter replied, "The Statue of Liberty, a island with a giant tree, the br-"

"Ah ah ah ah. Go back."

"An island with a giant tree…..HOLY CRAP THERE IS AN ISLAND WITH A GIANT TREE!"

"I see gears are turning."

"What's going on?"

"About an hour ago, SHIELD picked up some strange anomalies in the atmosphere, followed by a sudden rumbling."

 _I knew I should've woken up,_ Peter thought.

"Then the island just appeared. I sent in a team to investigate and they discovered inhabitants."

"Ok, so why did you call me?"

"Those inhabitants said they know you."

"Huh? I don't know anybody from an island." _Unless you're talking about Guam and Hawaii, Hafa Adai and Aloha is all I know._

"Anyway, report to the Helicarrier for more details."

"Aaaaaahhhh, why do I have to do it," Peter said.

"SHIELD Bots."

"I'm on my way," Peter said as he put on his costume and exited his apartment. _I planned to go Christmas shopping today…._ Arriving on the Helicarrier, Spidey made his way to the designated room.

"What up Web Head," Nova said as he passed Spidey.

"Nova," Spidey questioned. "I thought you were with the Guardians of The Galaxy?"

"I was, but the way they do Christmas, well…let's say Star Lord shouldn't plan the party," Nova replied as he continued on.

 _Good reason to escape,_ Spidey thought.

"Greetings Spider-Man," Iron Fist said as he bowed.

"Danny," Spidey said. "I thought you were on a mission with White Tiger and Power Man?"

"We completed it," Iron Fist replied. "As soon as I got back, I was summoned by Fury. Something about the island."

"Ohhh, well I'm glad I'm not doing this alone then," Spidey said as they walked. Reaching a door, they noticed Dr. Strange in the hallway. "Dr. Strange," Spidey asked. "Why are you here?"

"Nick Fury requested my assistance," Dr. Strange replied.

"Let me guess, it's about the island."

"Yes. I feel magical energy coming from it."

"Magical energy?" _Why do I have a bad feeling about this…_

"I see we're all here," Nick Fury said as he approached the three heroes. "Come on in," he continued as he opened the door.

Entering the room, Spidey thought, _I wonder what kind of p-_

"Yo," Gray said as he and the rest of the Fairy Tail members sat around a table.

 _Oh you've got to be kidding me,_ Spidey thought.

* * *

 **What up guys! I present to you! Chapter 1 of The Fairies in New York! For new readers. This is the sequel to "The Spider and The Fairies"! I hope you enjoy the first Chapter! I know I said it wouldn't come out soon, but after playing some Unlimited Spider-Man on my phone, I was like, "I CANT TAKE IT! I HAVE TO WRITE THE SEQUEL!" and that's it. But i won't be pumping Chapters out as fast as i did with the first story because I have to come up with like: 1. What are the problems Spidey and The Fairies will face, 2. Plot, 3. Finale, 4. Everything in the middle, 5. Romance or no romance? It was easier to write the other story, because I followed the Arc. Anyway, sorry if the chapters come out slow and thanks for reading! Means a lot! Cya!**


	2. Hide and Shop

Chapter 2

 **SHIELD Helicarrier**

"Nope," Spidey said as he left the room. _Not going through this again,_ Spidey thought as he continued walking.

"Where do you think you're going," Fury said as he grabbed Spidey's shoulder.

"I'm going home," Spidey answered.

"What happened to Great Responsibility," Fury questioned.

Spidey grumbled and said, "Fine." Entering the room again, Spidey just stood silent.

"Spider-Man," Wendy shouted as she approached him. "What's wrong," Wendy asked as she stared at Spidey.

 _NO…Don't look at me like that, I-I-I can't resist,_ Spidey thought. "Nothing Wendy," Spidey answered as he patted her head. "Did you get taller?" Wendy nodded.

"How about you," Gray said.

"Well it's been a year since I last saw you guys," Spidey answered. "Anyway, why do you guys look like you've been through hell?" The Fairies looked at each, but none spoke.

"That's why I called you," Fury said.

"Huh," Spidey questioned.

"They said they would only speak to you," Fury continued.

"Oh," Spidey replied. Fury nodded at Dr. Strange and Iron Fist signaling them to exit the room with him. "So what's wrong," Spidey asked as he noticed the look of dread on the Fairies faces.

Wendy broke into tears and hugged him, "It…It was horrible…."

"Whoa whoa, calm down," Spidey said as he patted her back. "What happened?"

"W-W-we," Erza tried to speak.

"What? 'we' what," Spidey asked.

"We almost died," Master Makarov said as he stepped forward.

"Explain. Now," Spidey said. The Fairies explained what happened on Tenrou Island. "I see," Spidey said. "Don't worry, you're alive now and that's all that matters." _I keep forgetting they're just people with magic powers. They're not heroes….they don't willingly put themselves in harms way everyday...that's gotta be tough. I mean when I was with them, we nearly died many times, but the fact that we could do something about it made the difference. The only time I've actually almost died is during my fight with Morlun and his people along with the other Spider-Men and Spider-Women. I had 616 Spider-Man to thank for my survival. Unlike them, they had no one, they did their best, but still. They almost lost their lives._ Seeing Wendy still hugging him, Spidey said, "Don't worry, you're safe now."

 **Outside the room**

"So Dr. Strange," Fury said. "What do you think?"

"The strange energy I'm feeling is definitely coming from them," Dr. Strange answered. "How about you Iron Fist?"

"Same," Iron Fist replied. "It has a very strong presence."

"Didn't Spider-Man say they come from a land full of Magic," Dr. Strange asked.

"He did," Fury answered. "What about it?"

"Tell me Fury, do you feel it too," Dr. Strange responded.

"I certainly feel uneasy at the moment," Fury asked. "Why are you saying they're in danger?"

"Yes," Dr. Strange answered. "If you can feel it then others can too, then someone with the technology could easily trace the energy straight to them."

 _They would have to get a sample first,_ Fury thought as he took a moment to process. Activating his earpiece he spoke, "Maria, get some soldiers to protect the island."

"Affirmative sir," Maria replied.

"Dr. Strange, how much energy do you feel coming from the island," Fury asked.

"Not much, at first I thought the island was the source, but when I entered the room I could immediately tell I was wrong," Dr. Strange answered.

"As did I," Iron Fist added. "If the energy were to be stored, I would say it is inside of them."

Fury nodded and entered the room.

"Fury," Spidey questioned.

"Here is the situation," Fury said. "All of you are emitting a huge amount of 'magical' energy."

"But we don't feel anything," Lucy answered.

"Of course you don't," Fury replied. "You're from a world that has an abundance amount of magic, while our world has an average amount."

"So what you're saying," Spidey said. "Is that, they're in danger? And someone could trace the strange energy to them?"

"Precisely," Fury replied. "Dr. Strange."

Entering the room, Dr. Strange said, "I will cast a spell that will hide your magical energy. I warn you now that it can still be detected, but on a minimal level. As long as you don't cast any spells, you will not be discovered."

 _Larva eorum delectatio_

"There, now even I cannot sense your magical energy," Dr. Strange announced. "By the way, what is it called?"

"Ethernano," Levy answered.

 _Sounds like something I would hear in a Sci-Fi movie,_ Spidey thought. "Alright now that's out of the way, I'll be going."

"Not so fast," Fury said.

 _Ok. I'm pretty sure he just said Natsufast,_ Spidey thought.

"They're going to stay with you," Fury said with a smirk.

"Huh," Spidey said.

"Alright," Natsu said. "We get to stay with a super hero!"

"That's awesome," Gray added. The Fairies were full of excitement.

"Wait wait wait," Spidey said. "What?"

"They're going to stay with you," Fury repeated.

"I heard, but why," Spidey asked.

"Well, they seem to trust you more than they did me," Fury answered.

"Cause you're a Super Spy," Spidey shouted. "That or they're intimidated by your eye patch." _Or that sweet facial hair, seriously it's awesome, I wonder if I could grow something like that._

"Going to ignore that," Fury said.

"They don't even know my real name," Spidey said. "And I can't give that up!"

"Everybody," Fury said.

"Oh don't you dare," Spidey shouted as he attempted to web Fury's mouth.

Dodging, Fury said, "Meet Peter Parker."

"NOOOOOOOOOOOOOOOO," Spidey shouted as he got on his knees.

"Stop being a drama queen," Fury said.

"Peter Parker," Natsu questioned.

"Peter Parker," Wendy repeated. Suddenly the whole group was saying his name.

"Ok, you guys can stop now," Spidey said.

"It's a good name," Erza said. "Not what we were expecting."

"What were you expecting," Spidey asked.

"Something cooler," Natsu said.

"I don't want to hear it pinky," Spidey said.

"I don't see why you're so stressed Peter," Iron Fist said. "I knew you're name."

"Yeah, but we're teammates and also we went to the same high school," Spidey said. "Also I visited your homeland."

"True," Iron Fist added.

"Aren't you forgetting something," Fury said as he pointed at Spidey's mask.

Sighing, Spidey said, "They're going to see it anyway." Removing his mask, the Fairies saw a that he was light skinned, short brown hair, and hazel eyes.

"I thought it would be super scarred up," Natsu said.

 _I'm seriously going to permanently web his mouth shut,_ Spidey thought. "So what now Fury?"

"Take them home," Fury answered.

"Can I borrow like a jet or something, cause it's like…7AM and traffic is about the hit the fan," Spidey asked.

"Sure," Fury said. "But I'll have one of my Agents pilot it."

"Can it be in stealth mode too," Spidey questioned. Fury nodded. "Thank you."

Fury led the group to the hangar, and they boarded. "Hey Natsu," Lucy said.

"Yeah," Natsu answered.

"Where is your scarf?"

Checking himself, Natsu shouted, "I lost my scarf!"

 **Sinister Six's Lair**

"So did you get a sample," Electro asked.

"Yeah," Sandman answered. "Doc's scanner was picking up something on this scarf."

"Excellent," Doc Ock said as he took the scarf. "Within a few hours, I will be able to trace the source of this unknown yet strong energy."

 **Peter Parker's Penthouse**

Opening the door, Peter said, "Welcome to my home." The Fairies were awe how much different it was to their world. "Get comfort-". Suddenly Natsu, Gray, and Gajeel rushed onto the couch. "table…"

"Such a big place," Master Makarov said. "And you live alone?"

"Yeah, and here you go," Peter said as he took out some chairs. "I'll be right back with some drinks."

"What's this," Natsu said as he picked up a remote. Pressing the red button, he turned on the TV to an Adult channel.

"Oh yeah," a woman moaned.

Rushing back to the living room, Peter swiped the remote and changed the channel. "You saw nothing," Peter said as he looked at the Fairies.

"Whoa," Lucy said as she viewed the city from the balcony. "Guys come look!" The Fairies rushed to Lucy and examined the area.

"Wow," Gray added.

"Do you think I can eat those buildings," Gajeel asked.

"Bad Gajeel," Levy said.

"I agree with Levy," Lily added. "It would be wise not to."

"You two are no fun."

Joining the Fairies on the balcony, Peter noticed Natsu didn't have his scarf, "Hey Natsu?"

"Yeah," Natsu replied.

"I can get you a new scarf."

"No. I need to get that back."

"Why?"

"It was a gift from my dad."

"Ohhhh. Ok. If I see it around the city, I'll be sure to get it back."

"You mean it," Natsu said with puppy dog eyes.

"Yeah," Peter said with a smile. "Now come on, I'm sure you guys are hungry. I ordered pizza."

"What's pizza," Gray asked.

"Man, I really do need to show you guys around," Peter said as they began eating.

"It's good," Natsu said.

"Hey Happy," Peter said. Opening a pizza box with sardines, he continued, "I got you fish."

"Thanks," Happy said as he ate.

"Oh Peter," Gildarts said.

"Yeah," Peter answered.

"Guess who found out that he is a daddy," Gildarts said as he hugged Cana with one arm.

"Knock it off," Cana said as she tried to break free.

 _I don't know if, the fear of almost dying broke him or he is telling the truth,_ Peter thought. "Oh, after this I should take you guys shopping."

"That sounds fun," Lucy said. The other girls nodded with excitement.

"Why," Natsu asked as him and the other male members gave a questioning face.

"Look at you," Peter said. The men examined each other and realized they were still in bandages and messed up clothes. "You see?" They nodded. "Ok, just eat and rest for now," Peter said as he checked the time. It was 1PM. "We'll go out around 2:30PM." _I wish I could just do a shopping montage…_ Peter thought. Checking how much money he had, _Ok. Thrift Shop or Expensive Stores?_

* * *

 **What up guys! Chapter 2 is here! I hope you all enjoy it! I know it seems weird for Spidey's identity to be revealed, but it was going to happen sooner or later. Anyway, after some thinking and someone submitting an idea to me. I've got my story figured out! As always, thank you for reading and i'll cya!**


	3. Bah Humbag

Chapter 3

 **Sinister Six's Lair**

"You finished yet Doc," Sandman asked.

"Be patient," Doc Ock replied.

"I'm running out of it," Sandman responded.

"Me too," Electro added.

"The strange energy is hard to identify, even with Oscorp equipment," Doc Ock explained. "So find something else to do for now." Suddenly, the three that were present heard heavy footsteps approaching. The door flung open and they saw a metallic man in a green hooded cape standing there. "Oh no," Doc Ock said in fear

"Then how about you hand the sample over to me," the man said.

 **Streets of New York City**

 _Ok, I bought them winter clothes,_ Peter thought as examined the Fairies adjusting their new clothing. _Apparently I went with both choices…a Thrift Shop for the dudes and expensive stores for the ladies…_ , he continued. _Oh wait, I have to do this._ "Hey Gray?"

"Yeah," Gray replied.

"Aren't you cold?"

"Not really. I'm an Ice Mage, so the cold doesn't bother me anyway," Gray answered. "Why?"

"Nothing," Peter replied as he tried to hold in his accomplishment. _Success! Ever since Frozen came out I've been prying Ice Man to say the line, but he said everybody already asked him, even made him sing the part_ , Peter thought.

"It sure is bothering me," Lucy said as her and the girls shivered.

"Oh," Peter said. "Follow me, there is a Star Bucks around the corner," he continued as he led the Fairies.

"So warm," Lucy said as she took a seat with the others. The girls nodded in agreement.

"I'll go get you guys some cocoa," Peter said as he walked to the register.

"This world sure is strange," Erza said.

"Yeah, I've never seen so many vehicles driving around," Gray added.

 _The women aren't so hot here,_ Master Makarov thought as he stroked his beard.

"The people don't look at as like we're strange," Freed said.

"Well," Peter said as he returned with multiple drinks. "They've seen stranger things," he continued as he gave each one of them a cup. Suddenly there was a loud boom coming from outside. Peter and the Fairies ran to the window to investigate. They saw a huge green man fighting a man with a cape. "Like that," Peter finished.

"What is that," Lucy shouted.

"Such strength," Erza added.

"They're tearing up the place," Gray said.

"And people say we go overboard," Natsu added.

"The green one is the Hulk," Peter answered. "The dude in the cape is Hyperion," he continued as he exited the building.

"We can help," Natsu shouted as he and the Fairies followed Peter.

"No you can't," Peter replied. "Dr. Strange said not to use your magic ok, so stay put," Peter continued as he ran into an alley and swapped into his costume. Swinging into the fray, Spidey met up with Captain America.

"Spider-Man," Cap questioned.

"Cap," Spidey replied. "What are you doing here," he continued as he saw the rest of the Avengers arrive.

"It's the Cabal," Cap answered.

"The who," Spidey asked.

"Never mind, watch out," Cap shouted as debris from Hulk's fight came flying at them. Raising his shield he deflected it.

Spidey saw Iron Man fly over head chasing an android and asked, "Anything I can help with?"

"Check Widow and Hawkeye," Cap replied. "They're fighting Attuma and Dracula."

"What about you," Spidey questioned before he swung away.

"I've got Skull to worry about," Cap answered as he left.

 _Why do I always get the freaks,_ Spidey thought as he made his way to Widow and Hawkeye. The Fairies decided to follow and watch. Arriving on the scene, Spidey said, "Hey guys."

"Spider-Man," Widow said as she dodged Attuma's attacks.

"Oh great," Hawkeye added as he fired arrows towards Dracula.

 _Nice to see you too bird brain,_ Spidey thought. Assisting Widow against Attuma, Spidey shouted, "Hey, since it's winter. Are you going to make Fish Sticks?" Attuma ignored Spidey's comment and continued his assault. "Oh, I'm sorry is that considered cannibalism," Spidey asked as he dodged.

"Can you focus," Widow said as she fired back.

"I am focused," Spidey replied firing his webs.

"Your attacks mean nothing to the ruler of Atlantis," Attuma shouted as he shrugged off their attacks. "All of you will bow!"

"Hey Widow," Spidey said. "You got anything with electricity?"

"Yeah, why," Widow asked. Seeing Spidey switched to his electric webs, she continued, "Oh, I like this plan."

"Told you I was focused," Spidey said as they both fired.

"Did you not hear me," Attuma shouted. "Your attacks me-AHAHAAHAHAHAHA!" Attuma collapsed.

"I prefer my fish baked, not deep fried," Spidey commented as he made his way to Hawkeye.

"Spider-Man," Dracula said. "You've interference is always annoying," he continued as he attacked.

Dodging attacks, Spidey replied, "Awww, what's wrong? Draccy didn't get enough candy last Halloween?"

"I will end you," Dracula snapped as he continued swiping.

"Hey, how are you even here, shouldn't you be like 'The Sun! It Burns!', "Spidey questioned as it was late in the afternoon. Looking up he noticed it was very cloudy, "Never mind."

"Seriously Web Head," Hawkeye said firing Silver Arrows at Dracula. "You that stupid?"

"No," Spidey replied. "It was a serious question."

"Then let me give you a serious answer," Dracula said as he appeared behind Spidey.

"No you don't," Spidey said as he webbed Dracula's mouth and leaped away.

"Pesky bug," Dracula said as he removed the webs. Suddenly Dracula's comrades were thrown towards him.

"It's over Dracula," Cap said. "The Cabal is defeated."

"You have not seen the last of us," Dracula said as he shrouded his group in darkness and vanished.

"Eeehhh. That always gives me the creeps," Spidey commented.

"Good work everybody," Cap said to the rest of the Avengers.

"Spider-Man," Iron Man said as he landed. "When did you get here?"

"Like ever since," Spidey answered.

Leaning in, Iron Man whispered, "How's the penthouse."

"Full at the moment," Spidey whispered back.

"Ohhh, you've got some company," Iron Man questioned. "You sneaky Spider."

"No, it's just some friends that need a place to stay for the holidays," Spidye replied.

"Tony, come on," Cap said as he and the other Avengers boarded the Avenger's Jet.

"Whatever you say," Iron Man said as he nudged Spidey's side before he took off.

"Keep forgetting he is kind of a playboy," Spidey thought as he saw the Avengers left. "Oh crap, I totally forgot to ask why those villains were even here. Curses," Spidey continued as he rubbed his head. Seeing the Fairies peeking around the corner, Spidey motioned them to meet at his penthouse. The Fairies nodded and they all headed there.

 **Peter Parker's Penthouse**

The Fairies arrived through the door as Spidey entered through the balcony. Changing to his normal clothes, Peter made his way back to the living room. "You guys ok," he asked.

"Dude that was awesome," Natsu shouted.

"Yeah, who were those guys," Gray added.

"Those were the Avengers," Peter answered. "The villains…I know most of them, but I've never seen them work together before."

"It was spectacular battle," Erza commented.

"Thanks," Peter replied.

"Are you okay," Mira asked.

"Perfectly fine," Peter answered. Noticing it was 5 PM, Peter said, "Anyway, you guys rest up. I have to head out again."

"What about food," Natsu asked.

"I'll order pizza to be delivered here," Peter replied. "Here is $100," he continued as he handed Natsu the money and left.

"What is this thing," Natsu asked.

"It could be the currency of his world," Erza answered.

"So what do we do now," Gray asked.

"Oh guys look at these things," Levy said as she pointed to several game consoles.

"Do you know how to work it," Gajeel asked.

"Hmmm," Levy hummed. After a few minutes she figured how to turn on the console, switch the settings on the TV and set up the game.

"Mario Kart," the Fairies questioned in unison as they tilted their heads.

 **Several Hours Later**

Landing on the arm rail of the balcony with presents in a huge web bag, Spidey thought, _Ok. I'm done Christmas shopping, I don't know what the Fairies wanted so I bought them something that fits their personality and I got my friends what they wanted._ Opening the sliding door he continued, _Now time to se-_. He stopped due to the sight of his living room in a mess and the Fairies asleep. His spotted pizza and beer cans everywhere, looking towards the TV he noticed they didn't even finish the game they were playing. _Pizza, beer, and Mario Kart? Such a bad combination..._ , Spidey thought as he began to clean up the mess. He managed to rearrange the furniture back to their original places and cleaned around the sleeping Fairies. The clock struck 12AM when he finally finished. _Guess I'll go take a shower now,_ Spidey thought as he undressed from his costume and entered thebathroom. After a few minutes, he exited and put on his pajamas. He heard loud snoring and made his way to the living room. Searching amongst the male Fairies, Peter found the source of the snoring was Natsu. _He is even louder in his sleep,_ Peter said. He noticed a shadow being casted from the balcony. Seeing the owner was Lucy, Peter approached her.

"Oh hey Peter," Lucy said.

"Natsu's snoring kept you awake," Peter asked.

Lucy giggled and answered, "No. I'm used to it already."

"Used to it?"

"Yeah, he spends the night at my place a lot…Uninvited though."

"So, he is your boyfriend?"

"W-what? N-NO," Lucy shouted as she was flustered.

"Sssssshhhh, don't wake them up," Peter said.

"Oh. Sorry, we're just close friends."

"Ahhhh."

The two stood there in silence as they viewed the city. Finally Lucy spoke, "H-Hey…"

"What's wrong?"

"I've got a question…."

"All ears."

"Why do you do it?"

"Do what? Being a super hero?"

"Yes….Why do you go out there and risk your life, knowing you might die?"

"Well. A Great Man once told me. With Great Power, comes Great Responsibility."

"What does that mean?"

"The other you asked the same thing."

"Edolas Lucy?"

"Yep, but to answer your question. It simply means, if I I can do something about it, then I'm going to do something about it."

"But why? Aren't you scared?"

"Of course I am. Why do you think I crack jokes?"

"Then why do you do it?"

"Well…I just do. Cause it's something I can do."

"That doesn't make sense."

"Look Lucy, I know you're still terrified from your experience, but you've got to let that go."

"How can I? My friends and I almost died."

"I know I know, but dwelling on it now, won't help."

"It's all I can think about."

 _What to do with this girl,_ Peter thought. _Oh…I've got an idea._ "Wait right here," Peter said as he entered the penthouse.

"Huh?"

Peter returned in his costume and said, "You wanna go for a swing?"

"What?"

"I feel like you need some way to clear your head," Spidey said as he motioned Lucy to jump on his back. "Swinging through the city works for me, but it usually ends up with me fighting."

"Then why would I go with you."

"Just hop on 'Princess'."

Accepting her fate, Lucy hopped on Spidey's back and said, "I better not fall off."

"Then hold on tight," Spidey said as webbed on to a building and began swinging.

Swinging for a few minutes, Lucy said, "This is amazing!"

"I know right," Spidey replied. "So how you feeling?"

"A little better," Lucy said as she hugged Spidey tight.

"Yeah, I haven't done this in a while," Spidey said.

"What do you mean?"

"Well, you're actually the second person I've done this with."

"Who was the first?"

"My friend, MJ."

"Is this your way of picking up girls?"

"Wow, you figured out my plan," Spidey said sarcastically. Lucy made fists and pounded on him lightly, but grabbed on again as she almost fell off. "You okay 'Princess'?"

"Yeah," Lucy said with shakiness as she hugged Spidey even tighter. "And I told you not to call me that."

"Well I-*Spidey Sense* Hold on," Spidey shouted as he dodged and landed on a building. "You ok," Spidey asked as Lucy hopped of his back.

"Yeah."

Examining where the attack landed, he noticed it was electric. "You've got to be kidding me."

"Merry Christmas, Spider," Electro said as he appeared with the rest of the Sinister Six.

"Again with the Sinister Psychos," Spidey mocked. "What, you all received coal for presents?"

"I wouldn't joke so lightly," a voice spoke out.

"That voice," Spidey said as he turned towards the source. "Doctor Doom…"

"Hello there Spider-Man," Doom said.

 _Bah Humbag,_ Spidey thought as he and Lucy were surrounded.

* * *

 **What up guys! Chapter 3 is here! So is The Big Bad Doctor Doom! Also some Spidey/Lucy moments, I hope you guys like that. Thanks for the ideas! I really appreciated them and they made writing the story easier. Anyway, I hope you enjoy this chapter! Thanks for reading! Means a lot! As always, I'll cya!**


	4. Plan and an Army

Chapter 4

 _Bah Humbag,_ Spidey thought as he and Lucy were surrounded. "Stay close to me," Spidey said as he put himself in front of Lucy.

"Ok," Lucy replied. Noticing Spidey was shaking a bit, she thought, _He is scared…._

"Give us the girl," Sandman said.

"I didn't know you were into blondes Sandy," Spidey mocked.

"It would be wise to do what the man says," Doom added.

Spidey was terrified, not of the Sinister Six, but Doom. _This is bad… the Psychos were enough now I've got the Big D himself ready to blow me away,_ Spidey thought as he looked around. "Why do you want her," Spidey asked.

"Isn't it obvious," Doom replied.

"How'd you find out about her magical energy," Spidey responded.

"The Octopus couldn't do it, but with a little help from me and a sample," Doom said as he revealed Natsu's scarf. "And we know there are more with her."

 _Crap…I've got notify Fury that the Fairies' cover has been blown, but more importantly Doom is here,_ Spidey thought as he backed away with Lucy.

"You're not going anywhere, wall crawler," Green Goblin said as he appeared from behind.

Laughing manically, Electro said, "We get to kill Spider-Man and get a power up."

"Two birds with one stone," Sandman added. "No offense Vulture."

"None taken," Vulture responded.

 _They want Lucy, so does that mean they'll save her from danger,_ Spidey thought. _Well I've got to test it out,_ he continued as he grabbed Lucy.

"What are you doing," Lucy asked.

"Sorry 'Princess', but you can punch me later," Spidey said as he threw Lucy off the building. Lucy screamed as she fell.

"I want her alive," Doom shouted.

"I'm on it," Vulture replied as he flew after Lucy.

"That was not cl-where did he go," Doom said noticing Spidey was missing.

"See ya," Spidey shouted as he jumped off to catch Lucy. Webbing on to Vulture he said, "Mind if I hitch a ride."

"Get off me," Vulture shouted as he tried to shake off Spidey.

"If you say so," Spidey said as he leaped off and, webbed Vulture's eyes. Webbing a build, he began swinging to Lucy. Catching her, he asked, "You alright 'Princess'?"

"What were you thinking," Lucy shouted as she flayed her arms. "Are you stupid?!"

"My middle name actually," Spidey said as he swung and carried her.

"Not the time for jokes," Lucy shouted.

"I know I know," Spidey replied. "Come on, if they could trace your magical energy even with Dr. Strange's spell then they could trace the others," he continued as he made his way to the penthouse.

"Who was that guy," Lucy asked.

"Doctor Doom," Spidey answered. "Leader of his own country, and major super villain."

"And why does he want my friends and I?"

"Didn't you hear the living electricity? For a major power up," Spidey replied as he landed on the balcony. Activating his SHIELD communicator, he spoke, "Fury! Bad news!"

"Spider-Man," Fury asked. "What is the situation."

"The Sinister Six can track the Fairies magical energy and you're not going to like the next thing I say."

"And that is."

"They're working with Doom."

"Damnit! Ok, I'm sending a jet to retrieve the Fairies. Make sure none of them fall into Doom's hands."

"I'm on it," Spidey said as he cut communications. Entering the penthouse, he shouted, "Everybody up!"

Rubbing her eyes, Wendy asked, "What's going on?"

"No time," Spidey replied as he helped her up. "Just get up and head to the roof now!" The Fairies sensed the urgency in his voice and sprung into action.

"What's going on Lucy," Erza asked as they made their way to the roof.

"Big bad villains and some metal dude are after our magical energy," Lucy explained. "Spider-Man said that a jet will come and take us to the giant flying ship."

"But what about Spider-Man," Natsu asked.

"He's going to buy us time," Lucy answered. The Fairies stood on the roof and waited for their ride. Hearing the sound of battle they looked below and saw Spidey battling the Sinister Six and Doom.

Dodging Electro's attack, Spidey shouted, "That all you got?"

"Stay still," Electro shouted as he fired.

"It's like whack a mole! You can't be that bad," Spidey mocked as he webbed Electro's eyes. Leaping to his opponent, Spidey upper cut him and stuck onto a wall. "One down, seven to go," he continued while breathing heavy.

"Doom," Doc Ock said. "The Magical Energy is coming from on top of that penthouse."

"Excellent," Doom said as he levitated to it.

"Sorry, Air Traffic Patrol says no," Spidey shouted as he webbed Doom's cape and pulled.

"Foolish child," Doom replied as he pulled Spidey's web, causing him to be flung on to the roof of his penthouse.

"Spider-Man," Natsu shouted as he witnessed Spidey tumble and come to a stop in front of the Fairies.

"Now I know how everybody feels when I do that," Spidey groaned as he got to his feet. Activating his SHIELD communicator, Spidey asked, "Fury! Where is their ride!"

"Be there in 5 minutes!"

"In 5 minutes I'm about to be bug splat," Spidey shouted as he dodged an attack.

"Watch your fire," Doom shouted. "I want them unharmed. The better state they are in, the more power we will be able to harness." The Sinister Six nodded and focused on Spider-Man.

"We can help," Lucy shouted as she saw Spidey dodge multiple attacks.

"No way," Spidey replied landing on his feet. "You guys can't fight them," Spidey continued as he dodged.

"Watch me," Natsu shouted as he prepared his attack.

 _Roar of the Fire Dragon!_

The attack was aimed at Doom, but he effortlessly knocked it away. "How amusing," Doom said. "You actually thought your magic stood a chance against me?"

"No way," Natsu said.

"How strong is that dude," Gray added.

"See what I mean," Spidey shouted as he punched Vulture. "You don't stand a chance," he continued as he toppled Doc Ock.

"But you need help," Erza shouted.

"Come on my children," Master Makarov shouted. Combining their attacks they fired at Doom.

Once again, Doom effortlessly negated their attacks, and said, "Stop wasting your energy or you'll be worthless to me."

"Even with our combined attacks," Natsu said.

"That didn't even faze him," Wendy added. Not losing hope, the Fairies continued their barrage of magical attacks.

"I'm done playing games," Doom said as he negated their attacks. "I'll just take whoever survives."

"Huh," Lucy questioned. Doom charged his attack and fired at the Fairies.

"No," Spidey shouted as he jumped into the attack with his web shield. An explosion occurred and Spidey was sent flying and landed in front of the Fairies.

"Spider-Man," Wendy shouted as she attended to his wounds.

"Are you ok," Lucy asked as she lifted his upper body. Spidey was out cold from the blast.

"Come on dude," Natsu said as he tried to wake him up.

"Bwwwuuuuhahahaha," Green Goblin laughed. "The Spider is done!"

"Nice one Doom," Sandman added.

"It was about time that bug was squashed," Electro said.

"Capture them," Doom ordered.

"Not so fast," Nova shouted as he flew and lit up the area where the villains were with his energy. Behind him was the SHIELD jet. The door opened and White Tiger, Power Man, Iron Fist, Agent Venom, and Squirrel Girl jumped out.

"More heroes," Doom commented. "Does not matter," he continued as he prepared his attack.

"Spidey is down," Power Man shouted as he picked up Spidey.

"What's the plan White Tiger," Agent Venom asked.

Seeing Doom still charging his next attack, White Tiger shouted, "Get the VIPs on board."

"On it," Iron Fist and Squirrel Girl shouted as they escorted the Fairies onto the SHIELD jet.

"What about us," Agent Venom questioned. Doom unleashed his attack, but Agent Venom stopped it with his advanced version of a web shield. "White Tiger!"

Seeing that they couldn't win, White Tiger ordered, "We're retreating." Boarding the SHIELD jet, she continued, "Come on Agent Venom! Nova, we'll meet you back there!" Agent Venom fired some shots before boarding the jet as it left.

"You got it," Nova shouted as he fired his last shots before flying away.

"They escaped," Green Goblin said in anger.

"Calm down," Doom said. "We know where they are headed," he continued as he pointed to the Helicarrier coming into view.

"You've got a plan," Electro said.

"A plan and an army," Doom replied.

* * *

 **What up guys! Chapter 4 is here! Hope you guys like it! A lot of action in this chapter. That's what you expect when you're fighting 7 Super Powered Villains and you're just one Spider. Pretty sure you know what Doom means when he said 'an army'. I also hope that you understand why Doom just shrugged off the Fairies' attacks. Anyway, stay tune for more chapters are coming! Thanks again for reading! As always, Cya!**


	5. Down for the count

Chapter 5

 **SHIELD Helicarrier**

"This is Director Fury to all Agents," Fury announced over the intercom. "The Helicarrier is going on maximum lockdown, expect enemy forces. Check your weapon, armor up, do what you have to do. Just make sure you give the enemy hell when they arrive."

"Out of the way," Power Man shouted as he carried an unconscious Spider-Man to SHIELD Medical Bay.

"All of you come with me," White Tiger shouted at the Fairies.

"What about Spider-Man," Natsu asked.

"He'll be fine. What's important right now is that Doom doesn't get his hands on you," White Tiger replied as she led the Fairies to a room. "Activating Maximum Lockdown on this room now," White Tiger said.

Hearing the door shut and lock, Erza shouted through the window, "We can help!"

"No can do," White Tiger replied over the room's intercom. "Just leave it to us," she continued as she left to join her teammates.

"How many heroes do we have on board," Fury asked.

"Including Spider-Man," a SHIELD Agent responded. "We've got 7 heroes onboard."

"Where are the Avengers?"

"Chernobyl, Russia."

"Howling Commandos?"

"Unknown."

"Damn," Fury said as he turned to face the 6 heroes present. "Listen up, we've got Doom Bots coming. Along with Doom himself, and the Sinister Six."

"We can handle them," Power Man replied.

"Just a bunch of robots and Psychos," Nova added. "We got this Fury."

"It's Doom I'm worried about," Fury responded. "He wants the VIPs that bad, he's willing to send his army at us."

"As Acting Team Leader," White Tiger said. "I promise he won't get his hands on the VIPs."

"Let's hope you can keep that promise," Fury replied.

"Sir," a SHIELD Agent shouted. "We've got multiple bogeys entering our airspace."

"Display it on the monitor," Fury said. The giant monitor came alive, displaying thousand of Doom Bots flying straight for them. "Looks like they're early to the party," Fury commented. "Alright people! Brace for impact and do not, I repeat, do not let Doom get his hands on the VIPs."

"Yes sir," the 6 heroes and SHIELD Agents responded.

"I can't believe they left us in here," Natsu shouted as he slammed his fists on the desk. "I want to help them."

"We all do," Gray said. "But you saw that dude in the green cape."

"Even with all our attacks combined, he swatted them away like they were flies," Lucy commented.

"Maybe it is for the best," Freed said. The Fairies turned to him. "I'm not saying we should let others fight our battles, but I've noticed something."

"What is that," Laxus asked.

"Physically, we all are fully recovered, but I still feel a little weak, especially after we launched our attack on the Metal Man," Freed explained. "I believe we will not be able to fight long, due to the fact that this world does not contain Ethernano."

"Are you saying, we can't regain magical energy," Erza asked.

"Most likely," Freed answered. "I believe the reason we are still able to function is because our bodies' are subconsciously reserving what Ethernano we have left."

"So basically, we're useless," Natsu asked. Freed did not answer. " Damnit," Natsu shouted as he slammed his fists again.

"Calm down Natsu," Lucy said.

"How can I," Natsu shouted. "People out there are putting their lives on the line for us!"

"Calm down son," Master Makarov said.

"But Maste-"

"I said calm down," Master Makarov shouted in an angry tone. The Fairies were silenced. "Getting angry at each other will not help our situation," Master Makarov continued. "First we need to find a way out of this room, without using what little Magic we have left." Suddenly the Helicarrier shook.

"What was that," Gray asked.

Back at the control center of the Helicarrier, Fury shouted, "Here they come!" There was an explosion and Doom Bots started swarming in. "Take them down," Fury ordered. Heavy gun fire and super powered attacks filled the control room.

"Eat this," Nova shouted as he blasted some Doom Bots.

"Booyaah," Agent Venom shouted as he destroyed Doom Bot. "This is a piece of c-HNNHGGH"

"Agent Venom," White Tiger shouted as she saw him hit the wall and was knocked unconscious.

"What was that," Power Man shouted.

All eyes turned to the entrance the enemy was coming from as the Sinister Six and Doom descended. "Doom," Fury said with distain.

"Director Fury," Doom said. "I believe you have something I want," he continued as he motioned the Sinister Six to attack.

"Over my dead body," Fury replied as he began firing.

"That can be arranged," Doom responded as he fired back. The 5 heroes, Fury and the remaining SHIELD Agents clashed with the Sinister Six, Doom, and his Doom Bots.

The intense battle can be felt throughout the Helicarrier. "That rumbling is bad news," Gray said. "How is the door coming," he continued as he turned to his friends.

"Nothing," Laxus replied as he and several male members backed away from the door.

"Be much easier if we could use our magic," Elfman added.

"Like Master said," Freed responded. "We've got to conserve what we have left."

"This is-," a sudden quake interrupted Natsu. Suddenly the lights went out and the emergency power kicked in. "What the?"

The door immediately opened due to protocol, and the Fairies took the chance to help out their allies. Turning the corner to the control room, the stopped as they saw the heroes and SHIELD Agents defeated. "No," Erza commented.

"Ah," Doom said as he held Fury by the neck. "I see they came to me," he continued as he threw Fury to the wall.

"You monster," Lucy shouted.

"Now now," Doom said. "I am merely a man trying to gain absolute power," he continued. "Sinister Six, Doom Bots, I want them alive," Doom ordered.

"Whatever you say boss," Sandman said as he and the others approached the Fairies.

"Now my children," Master Makarov shouted. "Fight!"

"Alright," Natsu shouted as he charged.

 _Wing Attack of the Fire Dragon!_

Destroying several Doom Bots, Gray shouted, "Save some for us!"

 _Ice Make: Ice Cannon!_

"Thunder Legion," Freed shouted as he prepared his attack. "Charge!"

"Let's go babies," Bixslow shouted as he attacked.

"Bow down to the queen," Evergreen shouted firing magical attacks.

"Come on Lily," Gajeel shouted as he charged.

"Right behind you," Lily replied following him.

"Let's show them how to be a real man," Elfman shouted as he and his sisters transformed and charged. The rest of the Fairies followed.

Natsu was up against Sandman, and shouted, "Ready to feel the heat?"

"Don't get cocky kid," Sandman replied as he attacked.

Dodging, Natsu shouted.

 _Roar of the Fire Dragon!_

"Nooo," Sandman screamed as he turned to glass.

"Not so tough," Natsu commented as he went to go assist his friends.

Lucy was up against Doc Ock, and thought, _My keys won't work here. Just my luck._

"I will stop you," Doc Ock said as he attacked.

"Ewww…get your slimly tentacles away from me," Lucy shouted as she dodged.

"They're not slimy!"

"Whatever you say," she replied as she took out her magical whip. Wrapping it around Ock's tentacles, she pulled.

"What," Doc Ock screamed as he toppled over. "Defeated by a child?"

Kicking him in the face, Lucy commented, "A Fairy Tail Wizard."

Gray was up against Mysterio. "I'll show you real magic," Mysterio shouted as he attacked.

Dodging attacks, Gray shouted, "Can't fool me. Illusions are just illusions!"

 _Ice Make: Sledgehammer!_

Gray's attack connected, but it was a fake. "Huh?"

"But I did," Mysterio said as he attacked Gray from behind. He began to laugh, but realized that it was a fake also. "Where did he go?"

 _Ice Make: Spiked Bat!_

Too late to dodge, Mysterio was sent flying into a wall. "You're not the only one who can do fakes," Gray commented.

"What's wrong little girl," Green Goblin shouted as he hovered over Wendy. "You scared?"

"No," Wendy shouted as she attacked.

 _Roar of the Sky Dragon!_

"Almost got me," Goblin shouted as he dodged and laughed. "It's my turn," he grinned as he threw his pumpkin bombs at Wendy. She dodged and retreated. "Awww, going to cry to your mommy," Goblin shouted as he chased her and laughed.

Leaping of the wall, Wendy was now behind Goblin and shouted.

 _Wing attack of the Sky Dragon!_

"Aaaahahah," Goblin screamed as his glider lost control and he slammed into the ground.

Sticking her tongue out, Wendy made her way back to her friends.

Erza was in her Black Wing armor as she fought Vulture. "I'm the only with wings that gets to fly," Vulture shouted as he attacked. Dodging, Erza swung back. "You can't hit me," Vulture mocked.

The two had a fierce aerial combat for a few minutes, then Erza shouted, "Then I shall clip your wings!"

"I like to see you try," Vulture shouted back.

 _Heaven's Wheel: Circle Swords! Dance My Blades!_

Vulture dodged, but eventually one of his wings were struck and he spiraled out of control, hitting the ground. "Never underestimate a Fairy Tail Wizard," Erza commented as she returned to her friends.

"Time to be zapped," Electro shouted as he attacked Laxus.

"You've got to be kidding," Laxus replied as he deflected the attack.

"What the," Electro questioned.

"You call that an attack," Laxus said as he charged up his attack. "I'll show you who has more voltage," he continued as he fired.

 _Roar of the Lightning Dragon!_

"Like that wo-AHHAHAHA," Electro screamed in pain. "How…"

"Like I said," Laxus answered as he fired again. Electro screamed in pain and collapsed, walking over his body, Laxus commented, "I'm the one with more voltage."

The Fairies gathered and the only remaining enemy was Doom. "We took out your major players," Natsu shouted. "It's over." Doom began to laugh. "What's so funny?"

"You fools," Doom replied. "You didn't think I planned this?"

"Huh?"

"What does he mean," Lucy asked.

"I was observing your fight and noticed that your attacks were getting weaker," Doom answered. "All I had to do is wait until you all were nearly out of energy."

"Like hell we are," Gray shouted. The Fairies gathered all their strength and fired one last attack towards Doom.

"As if that cou-," Doom was sent back into the giant monitor of the control room.

"Hah," Natsu shouted. "We kicked your ass," he gloated. The Fairies cheered and celebrated for their victory. Suddenly Doom began laughing again.

"N-No way," Wendy said.

"How is that possible," Erza asked.

"Now I have you," Doom replied. "As I said before, I planned for everything," he continued as he charged his attack. "You're mine now," he shouted as he released.

The Fairies couldn't respond due to their bodies' refusing to spend more Magical Energy. "Not on my watch," Natsu shouted as he stepped in front.

 _Dragon Slayer Secret Art: Crimson Lotus: Exploding Flame Blade!_

Natsu's and Doom's attack clashed and fought to overpower each other. "Foolish boy," Doom shouted as he added more power. "You cannot beat me!"

"I-I-I will!"

"Perish now," Doom said as his attacked broke through Natsu's own and exploded. After the smoke cleared, Doom saw the Fairies lying there, defeated. "Now do you understand what power is," he commented as he dropped Natsu's scarf onto him. "Doom Bots. Retrieve all but this one. He is off no use to me now."

 _Natsu….N-no…,_ Lucy thought as she was being taken away. _Someone…someone help…Ple-please…_ , Lucy blacked out after that thought.

* * *

 **What up guys! Chapter 5 is here! Hope you all enjoy it! Sorry Spidey wasn't in this chapter (unless you count him being unconscious) , but taking that attack from Doom can cause you to be knocked out for quite a while. So we finally get to see the Fairies in action. To be honest I was really trying to figure out how to explain why they couldn't fight before. I hope you will accept this explanation. Anyway thanks for reading and I'll cya in the next chapter!**


	6. Castle Crashers

Chapter 6

 **An hour later: SHIELD HELICARRIER, MEDICAL CENTER**

"Ugh…my head…," Spidey groans as he sits up straight. "What…what happened," he continues as he collects himself. "Emergency lights," Spidey questioned as he got on his feet. "Oh no don't tell me," he continues as he makes his way to the SHIELD CONTROL CENTER. Turning the corner he sees Fury, SHIELD Agents, his teammates and Natsu lying on the ground. "No no no no," Spidey said as he checks everybody. "Whew…they're all just unconscious," he continues. "But Natsu isn't doing good," Spidey said as he inspects Natsu.

"Spider-Man," a voice calls out.

"Iron-Spider," Spidey responded as he sees his teammate descended.

"I got back as fast as I could from my mission," Iron-Spider said. "What's the situation?"

"I'll explain later, bu-"

"Spider-Man," two voices call out from behind.

Turning to the voices, Spidey replied, "Cloak and Dagger!"

"We would've been here sooner," Dagger explained.

"But our mission got complicated on the way out," Cloak continues.

"What do we do," Dagger asked.

"I'll explain later," Spidey replied. "Right now I need you two to get everybody to the medical center. Iron-Spider, I need you to get the power back on. Meet me in the lab when you all are done," he continued as he picks up Natsu and heads to the lab.

"I'm on it," all three respond as they perform their orders.

"Oh, almost forgot," Spidey said as he webs Natsu's scarf to him. "Alright, now we're set," he continued as he made his way to the lab.

"I'm here," Iron-Spider said as he enters the SHIELD Lab. "What are you doing?"

"Trying to figure out how Doom is going to use the magical energy that he plans to harness from the Fairies," Spidey explained.

"Isn't their magical energy same as the one from our world," Iron-Spider asked.

"No," Spidey answered. "But that's just it. How does he plan to use it if it isn't the same?"

Iron-Spider thought from a moment, then answered, "He could try to convert it."

Spidey heard a light bulb ding and replied, "You're right! What to go Cho!"

"No need for praise, I'm just surprised you didn't of it first," Iron-Spider replied.

"My head is still trying to calm down from the blast I took from Doom," Spidey responded. Iron-Spider gave an "ouch" face. "I know right," Spidey replied to his gesture.

"We're back," Dagger said as she and Cloak teleport in.

"Good," Spidey replied. "How's everybody doing?"

"They'll be fine," Dagger answered.

"Few broken bones and bruises, but nothing serious," Cloak continued.

"That's good to hear," Spidey responded as he faces the computer again. "Now only if we had a sample….," Spidey paused as he webs Natsu's scarf to him. "Ok now we need a sample of magical energy from our world."

"You're trying to see if both magical energies have some similar elements in them," Iron-Spider asked.

"Bingo," Spidey replied. "If on-"

"Spider-Man," a voice called out.

All turned to the voice, and Spidey replied, "Dr. Strange! Perfect timing!"

"What is it that you need of me," Dr. Strange asked as he enters the Lab.

"Can you give us a sample of your magical energy," Spidey asked.

"What for," Dr. Strange replied.

"I'm going to see if both magical energies have similar elements in them," Spidey answered. "We already have a sample from their world. Now we just need yours," he continued as he pointed to the tubes. One contained Natsu's scarf and the other was empty.

"Very well," Dr. Strange answered as he places some of his magical energy in the empty tube.

"Great! Cho I need you to get on the other computer and help me spot the similar elements," Spidey said.

"I'm on it," Iron-Spider replied as he started pressing keys. After a few minutes, Iron-Spider continued, "Seems both energies contain the elements: Mithril, Orichalcum, Byzanium, and Xirdalium."

"Alright," Spidey said as he tapped keys. "So what if we took those elements from one of the energies and placed it in the other?"

"Hmm…," Iron-Spider hummed. "HA! The stolen elements increases when comes in contact with the same elements from the other energy source and the energy source that is missing these elements will not be active," he continued as he executed Spidey's thought.

"So you're saying is that without these certain elements, the elements in both energies stay dormant," Spidey asked.

"Excatly," Iron-Spider replied.

"Alright," Spidey said as he and Iron-Spider high fived.

"Go Spideys, go Spideys," the two Spider-Men chanted as they danced.

"Are you two done geeking out," Dagger asked.

"Oh, sorry," Spidey replied.

"I still don't know what you two are talking about," Cloak said.

"Well, to put it in simple terms," Iron-Spider said as he held his chin. "If we take the listed elements from one of the energies and add them to the other energy then that energy will grow and I guess you can say restore itself," he explained.

"Basically, that's how Doom is planning to convert the Fairies' magical energy when he harnesses it," Spidey added.

"Ohhhh," Cloak and Dagger replied.

"I'm sorry to ask you of this Dr. Strange," Spidey said. "But do you think you can lend us half of your magical energy so it can be converted and I can place it in Natsu?"

"Of course," Dr. Strange said as he placed more energy in the tube.

"Thank you," Spidey answered as he got back to work. Few minutes of pressing keys and activating equipment, Spidey said, "Alright, I've converted them. Are we ready to begin the transfer?" Iron-Spider nodded as he stood behind a device. "Ok. Cloak and Dagger, I need you two to hold Natsu down, who knows what he'll do when he gets all this stuff," Spidey continued.

"You got it," the two replied as they held Natsu down.

"Alright," Spidey said as he pressed the final key. "Begin transfer."

"Beginning transfer," Iron-Spider said as he flipped the switch. A humming sound was heard followed by a loud "zap".

Natsu's body began to jerk and jolt. "Hold him down," Spidey shouted. After a few more seconds the transfer stopped and Natsu's body went limp.

"Did it work," Iron-Spider asked.

Spidey approached Natsu and replied, "I d-."

"WAAAAAHHHHHHOOOOO," Natsu shouted as he sat up. "I don't' know why, but I'm feeling fired up," he continued as he jumped of the table.

"Calm down Natsu," Spidey said as he tried to contain the energetic Dragon Slayer.

"Huh," Natsu said as he stopped. "Wait! Where is everybody," he continued as he examined the room.

"They've been captured by Doom," Spidey answered.

"DOOM," Natus said as he clenched his fists.

"I know I know," Spidey responded. "Don't worry, we've figured out his plan on how is going to use your friends' magical power."

"Then what are we waiting for," Natsu asked. "Let's go," he continued as he made his way to the door.

"We don't even know where he is," Iron-Spider shouted.

"Latveria," a voice said as the door opened.

"Fury," Spidey shouted. "You're supposed to be in the Medical Center."

"And you sound like a worried wife," Fury said as he stood up straight.

"Really?"

"Anyway," Iron-Spider said. "How do you know he is there? Kinda too obvious."

"I'm a Super Spy," Fury answered. "Also I placed a tracking device on him before he knocked me out."

"Alright," Spidey said. "Guess we're going to Latveria. We need a SHIELD Jet."

"No can do," Fury replied. "I don't want to get caught in some International Affair."

"Then how do we get there," Iron-Spider asked.

"Cloak can do it," Dagger answered. "All he needs is some info on the place and he can get us there."

"Iron-Spider," Spidey said.

"Already on it," Iron-Spider replied as he searched through SHIELD Files. "Here you go," he continued as he displayed them on his wrist.

"Ok," Cloak answered. "Castle Doom right?"

"I shall stay here and attend to the wounded," Dr. Strange said.

"Ok," Spidey said. "Iron-Spider, get a sample of Natsu's magical energy so we can track it when we get there."

"On it."

"Oh and Natsu," Spidey said.

"What?"

Handing Natsu his scarf back, Spidey said, "Believe this belongs to you."

The Dragon Slayer wrapped it around his neck, and said, "Thanks. Now, let's go kick some ass."

 **Castle Doom's Laboratory, Latveria**

The captured Fairies were all being held in a single giant clear chamber. "Lucy," Gray said.

"Ugh…"

"Lucy wake up," Gray continued as he shook her.

"Huh," Lucy replied as she opened her eyes. "Where are we," she continued as she sat up straight.

"My castle," Doom answered.

"Let us out," Erza shouted as she slammed onto the chamber.

"Sorry my dear," Doom continued. "But I've got plans for all of you," he continued as he approached Doc Ock. "Are you finished yet," Doom asked.

"Sorry Lord Doom," Doc replied. "Finding the same elements are a bit harder than I thought," he continued as he pressed keys.

"Work faster then," Doom said. Suddenly the room rumbled. "What was that," Doom asked.

"We've got intruders," a solider replied.

"Show me," Doom ordered. A screen appeared and showed the heroes and Natsu fighting their way through Castle Doom. "Spider-Man... Everybody, but the Octopus go and defeat them." The Sinister Six along with Doom's soldiers nodded and left.

"Alright," Gray shouted. "When they get here, you're so going down," Gray continued as he and the Fairies cheered.

"I've done it Lord Doom," Doc Ock said.

"Excellent," Doom replied. "Activate it." Turning to the Fairies, he said, "By the time the heroes reach here, it will already be too late." He began to manically laugh.

 _Natsu, Spider-Man,_ Lucy thought as she observed the screen. _Please…hurry…._

Defeating some soldiers, Spidey asked, "How far are we?"

Checking his holographic map, Iron-Spider said, "Not far. The tracker is pointing in that direction."

"Good," Spidey replied as he defeated more soldiers. "Let's keep moving," he shouted as he and the others ran.

"You're not going anywhere," Goblin said as he appeared with more soldiers and four of the Sinister Six.

"You know, I've just about had it with you guys," Spidey said. "Hey, aren't you missing someone?"

"Oh don't worry. Doc and Doom are showing your friends a good time," Sandman replied.

"Why yo-."

Spidey stopped Natsu and said, "Hang on." Examining the enemies and his allies, Spidey said, "Ok. I've got Goblin, Cloak and Dagger, you two get Mysterio and Electro, Iron-Spider, you got Vulture, and Natsu, you got Sandman." His allies nodded. "Alright, then let's get this party started," Spidey shouted as he charged with his allies.

* * *

 **What up guys! Chapter 6 is here! Hope you all will enjoy it! Thanks for reading and making it here! Means a lot! A lot of action is going to be happening now so brace yourself! Also sorry for the whole science stuff. I felt like I needed to explain it or else nobody would get it, but if i didn't explain it clearly, I am so sorry. To be honest I had to like research stuff to make sure it made sense to me before i wrote it. Anyway, thank you all and as always I'll cya!**


	7. Nick of Time

Chapter 7

 **Castle Doom**

"Alright, then let's get this party started," Spidey shouted as he charged with his allies. The two forces clashed. "Hey Gobby," Spidey shouted as he dodged pumpkin bombs. "Why are teaming up with Doom anyway," he continued as he dodged.

"I don't care who I have to work with, as long as it involves killing you," Goblin replied as he continued attacking.

"I'm so touched," Spidey replied as he dodged.

"Round 2 Kid," Sandman said. "And this time, I'm going to win," he continued as he attacked.

"Bring it," Natsu shouted as he ignited his fist.

 _Iron Fist of the Fire Dragon!_

Dodging, Sandman pinned Natsu against the wall and said, "Hope you enjoy your new grave."

"As if," Natsu shouted as he motioned to clap his hands.

 _Brilliant Flame of the Fire Dragon!_

"AAAAHHH," Sandman screamed as he smashed the parts of him that were glass. "You're dead no-"

 _Roar of the Fire Dragon!_

"Sorry, can't hear you through the glass," Natsu commented as he ran past Sandman's glass body.

 _I'm rubbing off on people,_ Spidey thought as he dodged more pumpkin bombs. "Natsu, keep going, we'll catch up," Spidey shouted.

"Alright," Natsu shouted back as he plowed through Doom Bots and soldiers. "Out of my way!"

 _Wait…he doesn't know where the room is…Damnit,_ Spidey thought as he saw Natsu run off. Seeing Iron-Spider defeat Vulture, Spidey shouted, "Cho! Hurry and guide him!"

"On it," Iron-Spider shouted as he took off.

 _Sword horn of the Fire Dragon!_

Using that attack, Natsu kept plowing and plowing through the enemy. "Follow me," Iron-Spider shouted as he flew over head and lit up the path with his attack.

"Right behind you," Natsu shouted as he followed.

 _We'll be there soon,_ Spidey thought as he dodged.

"Don't start thinking you're leaving alive," Goblin shouted.

"I don't think," Spidey said as he webbed Goblin's glider and slammed it into the wall.

"Ahahaha," Goblin screamed as he fell. "Ugh….," he continued as he sat up straight.

Knocking out Goblin with one punch, Spidey said, "I know." Seeing Cloak and Dagger still fighting Mysterio and Electro, Spidey shouted, "Cloak! Dagger!"

"Go on," Dagger said as she dodged.

"We've got this," Cloak added as he assisted Dagger. Spidey nodded and began swinging to catch up to Natsu and Iron-Spider.

"Next turn," Iron-Spider shouted. Natsu sprinted ahead and blew the door open.

"Give me back my friends Doom," Natsu shouted as he entered the room.

"You're too late," Doom replied as he revealed the unconscious captured Fairies in the chamber. "I've already took their magical energy," Doom continued as he fired.

Both dodged the attack, then Iron-Spider said, "Here is the plan. You distract Doom while I deal with the 8 Armed freak and free your friends."

"You can count on me," Natsu replied as he and Iron-Spider charged their opponents. They fought for a few minutes then Natsu shouted.

 _Talon of the Fire Dragon!_

Grabbing Natsu's foot, Doom replied, "Your persistence is annoying."

Spidey making his way to the lab, saw Natsu crash through a wall and hit another. "Natsu," Spidey shouted as he landed next to him. "You alright," Spidey asked.

"Just getting warmed up," Natsu groaned.

"Where is Iron-Spider?"

"Dealing with the Octopus guy," Natsu replied as he got on his feet. "Doom…already harnessed their energy," Natsu continued. Spidey nodded and they both entered the room again.

"Glad you could join us," Iron-Spider shouted as he dodged attacks from Doom and Doc Ock. "I felt like a loner at a high school after party," he continued.

"Cho, help Natsu, I'll deal with Ock," Spidey said as he charged. Iron-Spider nodded then he and Natsu attacked Doom.

"No matter how many you send," Doom said as he fired. "The results will be the same," he continued as Natsu and Iron-Spider dodged and attacked.

"This time I'll win," Doc Ock said as he fought Spidey.

"You say that every time," Spidey replied as he dodged. "Maybe you should think of a new catchphrase," he continued as he dodged and upper cut Ock. Running to the control panel that operated the chamber, Spidey began pressing keys and buttons. "And…Viola," he shouted as the chamber lifted open. Approaching the downed Fairies, Spidey said, "Come on, wake up."

"T-t-tree," Master Makarov mumbled.

"Grandpa Shortstack," Spidey said as he kneeled next to him. "Tree?"

"If….you…manage to power the Tenrou Tree…then we'll get our magic back," Master Makarvo said before he knocked out again.

"No no no," Spidey shouted. "Fury did you hear that," Spidey asked as he pressed on his earpiece.

"Loud and clear," Fury replied. "We'll get started on the conversion process with the help of Dr. Strange. Hold out until then."

"Will do," Spidey responded. Hearing a scream he turned to see Iron-Spider hitting a wall. "Cho," Spidey shouted as he webbed to him. Checking his vitals, he continued, "He's just unconscious." Turning to see Natsu still fighting Doom, Spidey swung in and said, "Mind if I cut in!" He webbed Doom and propelled himself, delivering a punch to his face. Landing next to Natsu, Spidey shouted, "OW!" Shaking his hand, he continued, "So that's what it feels like to hit Doom."

"You shouldn't get used it," Doom said as he fired. "Soon you will be dead," he continued as Natsu and Spidey dodged.

"What's the plan," Natsu shouted as he dodged.

 _Roar of the Fire Dragon!_

Doom deflected his attack, and Natsu shouted, "Oh come on!"

"The plan is to hold out until," Spidey paused as he dodged. "Until Fury can power your giant tree," he continued as he fired webs at Doom.

"Spider-Man," Dagger shouted as she and Cloak entered.

"Dagger," Spidey shouted back. "Get Cho back to SHIELD and you two stay there too," he continued as he attacked Doom.

"We can help," Cloak replied.

"You are helping," Spidey responded.

"He means we can help fight," Dagger shouted.

"NO," Spidey shouted back. "I don't you want you guys to get hurt," he continued as he dodged.

"Bu-."

"No, 'buts'," Spidey said. "As your team leader I order you to get the hell out of here!"

"U-Understood," Dagger said. "Come on Cloak," she continued as she grabbed Iron-Spider. "What about the VIPs?"

"Don't worry," Spidey replied. "I'll figure something out, just go and help Fury with the plan," he continued as he saw Dagger nod. Her, Cloak, and Iron-Spider disappeared.

"No matter what you think of," Doom said as he fired. "You will fail."

"Getting real tired of you talking," Natsu shouted as he dodged and attacked.

 _Crushing Fang of the Fire Dragon!_

Doom deflected his attack and countered with a punch. "Natsu," Spidey shouted as he saw Natsu smash into the ground. _Damnit...If the Avengers or The Fantastic Four were here, then I wouldn't be so scared_ , Spidey thought as he swung over to Natsu. "Crap," he said as he saw Natsu unconscious. "Looks like it's just you and me, Doom," he continued as he brought Natsu over to the other Fairies. Glancing at Lucy, Spidey thought, _But...I can't be scared...Cause I can do something about this._ Taking his fighting stance, Spidey shouted, "Let's go Tin Man!"

"I shall make quick work of you," Doom replied as he prepared to fire. "Then I will conquer the world with this power," he continued as he fired.

"Your wish isn't going to be granted today," Spidey shouted as he dodged and charged. Spidey continued to fire webs, throw debris and dodge for a couple of minutes, but to no avail. "Down to my last batch of web," he said as he took cover to refill his web shooters.

"Come out and face your demise," Doom said as he searched for Spidey.

"Sorry," Spidey said as he revealed himself and began fire webs. "I plan to live for a while," he continued as he threw some debris at Doom.

"You efforts will get you nothing," Doom shouted as he fired.

"But I was aiming for the Grand Prize," Spidey mocked as he dodged and fired. Doom continued to attack, and Spidey shouted, "Man, you suck at aiming, can't imagine what happens in th-HHNNGNG." Spidey was hit and smashed into the ground. "Bathroom," he groaned as he sat up.

"This is the end of you," Doom said as he hovered over Spidey with his attack charged. "Good bye Spider-M-," he paused as he noticed a bright light coming from the direction where the Fairies were. "What is happening?"

"Your plan failing," Spidey said as he unknowingly used the last of his webs to web Doom's face to gain some distance.

"Spider-Man," Fury said. "What is happening?"

"It's working," Spidey said as he saw the Fairies glow. "Just in the 'nick' of ti-."

"They will fall before they rise," Doom shouted as he fired towards the Fairies.

"Not happening," Spidey shouted as he fired his web to throw debris and block Doom's attack, but nothing came out. _NOT NOW,_ Spidey thought as he paused then sprinted towards the Fairies to block Doom's attack.

Lucy's vision was coming back to her. She noticed something bright and someone heading towards her, and asked, "Wh-what is that?" Focusing she made out the person to be Spidey. "S-Spider-M-Man," she questioned. Her vision cleared just as Spidey jumped in front of the Doom's attack with his body and unleashed a blood curling scream. "SPIDER-MAN," Lucy shouted as she saw Spidey's body hit the ground.

* * *

 **What up guys! Chapter 7 is here! Hope you enjoy it! Thanks for reading, your reviews and inputs. Means a lot! So...NEXT CHAPTER: Fairy Tail Vs. Doom! Now that they've regained their magical energy, can the Fairy Tail Guild finally defeat Doom? What about Spidey? Is he down or dead? Stay tune as this epic battle comes to a conclusion! As always, thanks for reading and sticking with this story! Cya!**

 **P.S. If you don't know or how a blood curling scream sounds like then I suggest you look up Attack On Titan: Armin scream. Dub or Sub, doesn't matter. Thanks again!**


	8. Fairies vs Doom

Chapter 8

 **Castle Doom**

"SPIDER-MAN," Lucy screamed as she saw Spidey use his body to block Doom's attack and unleashed a blood curling scream. The other Fairies heard her and jumped to their feet.

"What happened," Erza shouted. Seeing Lucy holding Spidey in her arms, Erza uttered, "No…"

"Please wake up," Lucy said as she held Spidey in her arms. "Please…."

"Spider-Man," Fury shouted through the earpiece. "What's going on?"

Hearing Fury's voice, Lucy grabbed Spidey's earpiece and shouted, "Spider-Man is hurt. He is not breathing!"

"Crap," Fury said. "Cloak!"'

Suddenly, Cloak appeared in front of the Fairies and said, "Don't worry. I'm a friend." Picking up Spidey, he continued, "He'll be alright."

After Cloak left the Fairies turned their attention towards Doom. "You all will suffer the same fate," Doom said.

"You're going to pay for that," Natsu said as he prepared his attack.

"Nobody gets away with hurting our friend," Gray added as he and the other Fairies did the same.

"YOUR NUMBERS MEAN NOTHING," Doom shouted as he prepared to fire.

"CHARGE," Master Makarov shouted. A unison of "RRRAAAAHHHHHH" was heard as the Fairies charged towards Doom.

"PERISH," Doom shouted as he unleashed a barrage of attacks. Master Makarov enlarged his hand and used it to block the attacks while the others kept going.

 _Blumenblat!_

 _Ice Make: Sledgehammer!_

 _Beast Soul!_

 _Satan's Soul!_

 _Fairy Machine Gun!_

 _Dark Ẻcriture: Pain!_

 _Baryon Formation!_

Enduring the attacks Doom shouted, "You are weak!" He prepared to fire, but was interrupted by the other Fairies still charging.

 _Solid Script: Iron!_

 _Crushing Evil, Spreading the Truth: Ikazuchi!_

 _Explosive Cards!_

 _Club of the Iron Dragon!_

 _Wing Attack of the Sky Dragon!_

 _Roar of the Lightning Dragon!_

 _Fleuve d'étoiles!_

"IS THAT A-"

 _Iron Fist of the Fire Dragon!_

The last attack sent Doom smashing into the wall. "How can this be," Doom questioned as he rose to his feet.

"Never fought us at full power," Natsu shouted as he slammed his fist into his own hands.

"I AM VICTOR VON DOOM," Doom shouted as he prepared to attack. "AND I SHALL NOT BE DEFEATED," he continued as he fired multiple shots.

"Victor Von Doofus is all I heard," Natsu shouted as he and the Fairies dodged and attacked.

The battle continued as the Fairies were laying into Doom, until he shouted, "ENOUGH!" Releasing a huge amount of magical pressure that sent the Fairies back.

"This guy is invincible," Gray shouted.

"I think not, look," Erza replied as she pointed to heavily breathing Doom. "If we continue then victory is ours," she continued as she prepared to charge.

"THE ONLY THING THAT WILL BE YOURS," Doom shouted as he prepared his ultimate attack. "IS YOUR DEATH," he continued as he fired.

"Combine our attacks," Master Makarov shouted as Doom's attack approached. The Fairies nodded and fired back. The four Dragon Slayers looked at each other, nodded and shouted.

 _Roar of the Sky Dragon!_

 _Roar of the Iron Dragon!_

 _Roar of the Lightning Dragon!_

As their attacks combined with the others, Gajeel looked at Natsu and shouted, "NOW OR NEVER SALAMANDER!"

Nodding his head, Natsu shouted.

 _Dragon Slayer Secret Art: Crimson Lotus: Exploding Lightning Blade!_

The two attacks clashed as both tried to overpower the other. "You cannot beat me," Doom shouted as he increased his attack.

"We can and we will," Natsu shouted back as he and the others increased their attack which overpowered Doom's.

"NOOOO," Doom screamed as he flew into the back wall.

Seeing Doom not moving for a few seconds, Natsu shouted, "WE DID IT!" The others joined him with his celebration. Suddenly the room started shaking and structure began collapsing. The Fairies were confused.

"Enjoy your victory," Doom said as he fled the collapsing castle.

"That's not fair," Natsu shouted as he saw Doom fleeing.

"This way," Erza shouted as she pointed to a hole in the wall that led to the outside. The Fairies jumped and landed on open terrain. They quickly cleared the area as the castle collapsed.

"So how do we get back," Gray asked. The Fairies looked at each other and shrugged.

"Leave that to me," Cloak answered as he appeared. "But I can only take 5 at a time," he explained.

 **SHIELD HELICARRIER, CONTROL CENTER**

"Congratulations," Fury said as the last batch of Fairies arrived. "You managed to defeat one of the toughest super villains on the planet."

"He got away though," Natsu replied.

"Don't worry," Fury responded. "That's why we have heroes."

"Speaking of," Lucy said. "How is Spider-Man?"

With a grim look on his face, Fury replied, "Follow me."

 **SHIELD HELICARRIER, MEDICAL CENTER**

"Take a look," Fury said as he stepped aside for the Fairies to view the inside of the medical center.

The Fairies saw Spidey on a bed with several tubes inserted in him. "What's his condition," Lucy asked.

"The docs managed to revive and stabilize him," Fury answered.

"That's good right," Natsu asked.

"It is, but they said he probably isn't going to make it," Fury replied. The Fairies were speechless. "He wasn't fully recovered from the first shot he took from Doom. If you add the constant fighting he did, it's a miracle they managed to bring him back from the last shot," Fury explained.

"Juvia," Gray said. "Can't you do some healing magic?"

"Sorry, but my body won't allow me to use any more magic," Juvia replied.

"How about you Wendy," Erza asked. Wendy shook her head.

"And Dr. Strange is still recovering from when he transferred most of his energy to you," Fury added.

"Peter…," Lucy uttered as she placed her hand on the window. The Fairies hung their heads low as they expected the worst.

"Don't worry," Nova said as he appeared with the other heroes. The Fairies looked towards them.

"He cannot easily be defeated," Iron Fist said.

"Spidey is as tough as they come," Power Man added.

"Annoying as he is," White Tiger said as she approached Lucy. "He somehow finds a way to pull of something Amazing," she continued as she looked into the room. The Fairies mood lightened and they all acknowledged what the heroes said.

"They don't call him 'The Amazing Spider-Man' for nothing," Lucy whispered as she smiled.

* * *

 **What up guys! I hope you enjoy Chapter 8! Especially the fight and the kinda sad scene! I already know how I'm ending the story so expect the next chapters to be the last ones. Does Spidey live or not? How will the Fairies get home? Find out when the other chapters come out! Thank you all for reading and I will see you in the next chapter!**


	9. Inspirations and Ideas

Chapter 9

 **UNKNOWN**

 _Peter,_ a voice called out. _Wake up Peter,_ the voice continued.

"Huh," Peter mumbled as he sat straight up.

"Morning Peter," a male voice said.

"Who are you," Peter asked as tried to regain his vision. Rubbing his eyes, he shouted, "Uncle Ben!"

"Hiya Peter," Uncle Ben said as Peter hugged him.

"I missed you so much," Peter said.

"Me too," Uncle Ben replied as Peter let go off him. "You've grown up," he continued as he rubbed Peter's head.

Smiling from Uncle Ben's action, Peter asked, "So uh…Where are we?" Peter examined the bright white area, then examined himself. He was still in his costume, but with his mask off. "Am I dead?"

"Hmmm….," Uncle Ben hummed. "No, well not really I think."

"What do you mean?"

"Well I guess this is where you choose," Uncle Ben said as he stood up as he walked towards two paths.

"Where do these lead to," Peter asked as he followed Uncle Ben.

"Well, I have to go this way," Uncle Ben answered as he pointed to the left.

Peter looked and saw several deceased heroes and people he knew. "Is that where I think it leads to," Peter asked. Uncle Ben nodded. Peter looked to the right path and saw his mask floating, and said, "The choice is obvious then."

"That's my boy," Uncle Ben said as he saw Peter walk down the right path.

Grabbing his mask, he turned to Uncle Ben and said, "It was nice seeing you again Uncle Ben."

"You too Peter," Uncle Ben replied smiling.

Putting on his mask, Peter continued walking. He took one final glance and Uncle Ben was gone. _Thanks for everything Uncle Ben,_ Peter thought as he walked into the light.

 **SHIELD HELICARRIER, MEDICAL CENTER**

 _Ugh…where am I…,_ Spidey thought as he opened his eyes. _More bright lights? Don't tell me I chose the wrong path,_ he continued as he rubbed his eyes and sat straight up. _Oh thank god,_ Spidey thought as he examined the room and concluded he was in the medical center. Seeing the Fairies were also in the room and asleep, he continued, _How long have I been out?_

"Peter…" a voice mumbled.

 _Huh,_ Spidey thought. Looking down he noticed Lucy's head and arms were on his bed. _Did she say my name,_ Spidey thought.

"Pe-peter…," Lucy mumbled.

Blushing, Spidey thought, _She did! W-w-well I admit it's pretty cute when she does that, b-b-but I can't. I think?_

"Peter…," Lucy mumbled as she adjusted her head and her hand grabbed Spidey's.

 _EEEEKKKK,_ Spidey thought as he pulled his hand away. _Ok. I better wake her up, I can't take this,_ he continued. "Hey Lucy, wake up," he said as he poked her face. Lucy smacked his hand away, and Spidey said, "Why you." Grabbing Lucy's hand, he begun moving it to her nose and thought, _Gonna call you Princess Boogers if I pull this off._ He was about to succeed until Lucy began opening her eyes. _Oh crap,_ he thought as he let go of her hand.

"Huh," Lucy mumbled as she rubbed her eyes and sat up straight.

"Morning 'Princess'," Spidey said.

"Peter," Lucy questioned as she rubbed her eyes. "Peter," she shouted as she hugged him.

"OK. OK," Spidey said as Lucy hugged him.

"Guys," Lucy shouted towards the Fairies. "He is awake!"

"Huh," Natsu mumbled as he and the others woke up. "What Lucy?"

"Peter is awake," she shouted again as she let go of Spidey.

The Fairies got to their feet and stared. "Yo," Spidey said.

"Peter," the Fairies shouted as they all hugged him.

Still in some pain, Spidey groaned, "O-OK g-guys! I'm h-happy to s-ow see you too!"

"I think you guys are suffocating him," Lucy warned.

The Fairies immediately backed off and Natsu said, "Sorry man."

"It's cool," Spidey replied. "So what happened?"

"We kicked Doom's ass," Natsu exclaimed.

"He got away though," Erza commented.

"But thanks to you, we managed to fight him at full power," Gray added.

"No problem," Spidey replied. "Also it was Grandpa Shortstack that told me that powering up your tree would replenish your magic. You've also got to thank Dr. Strange for lending you his magic too."

The Fairies acknowledged his words. "But you used your body to protect us from Doom's attack that would've killed us," Lucy said.

"Yes," Erza added. "Without you, we all would've died."

"My children and I are in your debt," Master Makarov said as he and the Fairies bowed their heads.

Waving both his hands, Spidey replied, "Don't think of it like that." The Fairies lifted their heads and he continued, "I just did what I had to do."

"But you could've died," Gray said.

"Yeah and you almost did," Natsu added.

"That's just what heroes do," Spidey responded. "Also, they don't call me 'The Amazing Spider-Man' for nothing," he continued.

Lucy smiled and replied, "Thanks again, Peter."

"No problem 'Princess'," Spidey responded.

"Welcome back to the land of the living," Fury said as he entered the room with the other heroes.

"Fury, guys," Spidey said.

"Gave us quite the scare there Web Head," Nova said.

"Yeah, you should've seen him," Power Man commented. "Tearing up like a baby," he continued.

"I was not," Nova replied as he crossed his arms.

Spidey chuckled a bit as Iron Fist approached him and said, "Glad to have you back friend."

"I knew you wouldn't go out that easily," White Tiger commented.

"Thanks guys," Spidey replied as he looked to everybody in the room. "So…how long have I been out?"

"About a week," they all responded.

"A week," Spidey questioned. "OH NO! THAT MEANS COLLEGE ALREADY STARTED," he shouted as he began to panic. "I have to go submit my assignments," he continued as he hopped out of bed and ran for the door.

"We already did," White Tiger answered.

"You did," Spidey questioned as he stopped.

"Well…they did," she continued pointing to the Fairies.

"Please tell me you didn't cause a scene or say anything weird," Spidey asked. The Fairies averted their eyes away from him. "I'm so dead," he continued.

"Don't worry," Fury replied. "I'm sure it's nothing you can't handle," he continued as he patted Spidey's back.

"Thanks," Spidey mumbled.

"Besides we still have our original problem," Fury said.

"Huh," Spidey questioned.

"Getting the Fairies back home," Fury continued.

"Oh yeah," Spidey replies. _Totally forgot about that,_ he thought as he looked at the Fairies. "Got any ideas," Spidey asked. The Fairies shook their heads and Spidey thought, _Thought so…._

* * *

 **what up guys! chapter 9 is here! I cried when I wrote the whole Peter and Uncle Ben scene. don't know why, maybe cause the song "See you again" played while I was writing. yeah im going with that. anyway, not much action in this chapter just the characters recollecting themselves. hope you enjoy it and thanks again! cya in the next chapter!**

 **P.S. Expect a certain trickster appearing soon. so stay tune!**


	10. Honorary Member

Chapter 10

 **A ROOM ABOARD THE SHIELD HELICARRIER**

 _How to get them home…,_ Spidey thought as he paced back and forth. "So do you guys know how you got here," Spidey asked.

"We held hands and accepted our deaths, but somehow we ended up here," Lucy answered.

"I believe none of us did anything to cause us to be transported to your world Spider-Man," Erza added. The others acknowledged Erza's statement.

"Maybe," Makarov mumbled.

"What was that Grandpa Shortstack," Spidey questioned.

"Perhaps the island must have done something," Makarov answered. Everyone looked confused as he continued, "It could be possible that since the island is considered sacred by our guild then maybe it sensed us in grave danger and transported us away."

"The Tenrou Tree is where we get our magical power from so that may be a possibility," Levy concluded.

"Well, it's all we have right now," Spidey said as he made his way to the door. "Wait, I have permission to step foot on the island right? Or will I be like zapped by something," he questioned.

"You have permission Spider-Man," Makarov answered. "I think you deserve the right to due to the countless times you saved us," he continued as he and the others nodded.

"Sweet," Spidey replied as he and the Fairies made their way to the Hangar. _Cause I think I'm about done getting zapped, blasted, or nearly vaporized for a while,_ he thought.

 **Tenrou Island**

The Fairies led Spider-Man to where they held hands. "So you all formed a circle, held hands, and watched as the Dragon's attack come at you," he asked as he observed the area. The Fairies nodded as he continued, "That can't be right. Are you sure none of you did anything?"

"I assure you, Spider-Man, none of us had any magical energy left to even cast a simple spell," Erza answered.

"Doesn't add up," Spidey replied. _Gotta be something around here that must've caused it,_ he thought as he approached the Fairies. "Here you go," Spidey said as he handed each of them an earpiece.

"What are these," Natsu asked.

"Earpieces that will allow us to communicate," Spidey answered. "There is something going on and I believe we should spread out and search," he continued as he began walking away. "Wait…do you know how to use it," Spidey asked as he stopped.

"Oh oh, I do," Lucy answered. Putting the earpiece on and pressing the button, she said, "Like this right?" The others were amazed by the technology and repeated Lucy's motions. They continued to speak through the earpieces.

"Glad to see you guys are having fun," Spidey said. "Well, I'm gonna head out. Whenever you're ready, split up and report if you find anything weird," he continued as he began walking again.

Lucy saw Spidey leaving and stepped forward, but Natsu spoke, "Hey Lucy."

"Huh," she replied looking back at him.

"Come on," he answered as he and the rest of Team Natsu walked in the opposite direction.

Looking back and forth between Spidey and her friends, Lucy made her way to her friends and said, "Wait for me."

Searching for a couple of minutes Spidey found what looked like a grave and thought, _Is that a grave? Well now I see why this island is holy._ Examining the name inscribed on the grave, Spidey said, "Ma-Ma-Mavis. Ver-Vermi-Vermillion?"

"Yes," a voice answered.

"Whoa," Spidey said as he turned towards the source. _A little girl,_ Spidey thought as he examined Mavis.

"Hello there," Mavis said. "My name is Mavis Vermillion. Founder of the Fairy Tail Guild," she continued as she introduced herself.

"Wait…," Spidey questioned as he looked back at the grave. "So…you're a ghost?" _A little girl founded the guild? Somehow that makes sense._

"I guess you could call me that."

"Oh…uh, ok. Well I'm S-."

"I already know who you are."

"You do?"

"Yep. Spider-Man."

"You forgot the 'Amazing' part."

"Oh. Well the people of this place just call you Spider-Man."

 _The 'Amazing' part will catch on,_ Spidey thought."Anyway, how can I see you," Spidey asked as he examined Mavis.

"Oh. It's simple," Mavis replied as raised her index finger. "Usually, those in the guild can see me, but I sense and seen the good you've done to the people of this place and the members of my guild," she explained.

"Still not getting what you are saying."

"I am saying I am allowing you to see me due to the deeds you've done."

"Oooohhh," Spidey said. "Anyway, do you know how your people got here?"

"Oh yes," Mavis answered. "That was my doing," she continued.

"Huh," Spidey questioned. "You mean, you meant to transport them here?"

"Actually…," Mavis said as she averted her eyes away from Spidey. "I..I messed up on the spell and this was the result."

 _Yep, everything about the guild makes sense now,_ Spidey thought. "Do you have any idea of how to get them back," he asked.

"Nope," Mavis replied.

 _Again…thought so,_ Spidey thought. "Oh…this has been bugging me."

"Hmm?"

"Why Fairy 'Tail' and not 'Tale'?"

"Oh…well. Do Fairies have 'tails'?"

"I don't know."

"Exactly. An eternal mystery, an eternal adventure," Mavis responded with a grin. "Since you asked me something important let me ask you something."

"Shoot."

"Why do you do what you do?"

"You're like the third person who has asked me that," Spidey said. _Well if you count both Lucies as one then I guess she is the second._ "A G-."

"I already know that," Mavis interrupted. "I am asking, why do you do it when the majority of the people don't support you. Especially that man on the giant screen that keeps yelling?"

"Cause the people I do help, know the truth and that's all I need," Spidey answered. "But I won't lie, I have thought of quitting and just living a normal life."

"So even people like you have doubts."

"Of course. The thought of 'What if what I'm doing is all for nothing' and 'No matter what I do, nothing will change'," Spidey explained.

"Well," Mavis said as she levitated to Spidey and placed her hand on his chest.

"What are you doing," Spidey asked. A sudden flash of light occurred and Spidey checked himself. "What did you do?"

"Gave you something to remind you that will remind you that everything you do makes a difference," Mavis explained. "Check on the inside."

Spidey checked and saw a red guild mark on the left side of his chest. "You gave me a tattoo?"

"It's a guild mark, but now you will never doubt yourself," Mavis replied.

"I don't see h-."

"The Fairy Tail's soul is eternal. In sadness, in strife, I will be by your side. You are never alone," Mavis said as she puts her hands together. "There is hope more numerous than the stars that twinkle in the sky. The wind that brushes against your skin tells of a bright tomorrow," she continues as she looks at Spidey. "Come, let us walk. To the tune of the Fairies' song," Mavis finished as she smiled.

Spidey was speechless. _Now I really know why they are like this. The person that started it all is amazing, thoughtful and caring,_ Spidey thought as he admired the speech that Mavis gave him. "H-."

"Spider-Man," Erza yelled over the earpiece.

"What is it," Spidey replied.

"We are under attack by a man in a named 'Loke'," Erza answered.

"Aw crap, I'm on my way," Spidey said as he webbed a tree. Before swinging away, he looked back to Mavis and said, "Thank you. And I promise that I will do everything I can to get your people back home."

"I know you will," Mavis replied smiling. Spidey nodded and was about to leave, but Mavis spoke, "Oh. One more thing."

"Yeah?"

"Don't tell anybody you saw me."

"Sure thing chief," Spidey replied as he swung away. _This is one special group of people,_ Spidey said as he continued swinging to Erza's location.

* * *

 **WHAT UP GUYS! SUPER sorry for the long update. I was travelling and got stuck in Hong Kong for a few days. I had no time to write due to the fact I was in the airport and mostly panicking. but it's all good now. i'm back home and i'm writing again. Here is chapter 10! I hope you all enjoy it! sorry if it is a little short and lacks action, but don't worry cause most of the chapters that are left that I have in store contains mostly action. thanks again for reading! as always, I'll cya in the next chapter!**


	11. What's with the Frost Giants?

Chapter 11

 **Tenrou Island**

 _Great…now I have to deal with the unwanted son of Asgard,_ Spidey thought as he arrived on the scene. Approaching Team Natsu, who were taking cover behind trees, he asked, "So what's going on?"

"Well, we were looking for clues," Lucy answered.

"Then we heard some maniacal laughter," Gray added.

"And this dude showed up saying 'Bow before Loke' or something like that," Natsu finished.

 _Sounds like Loki,_ Spidey thought. Peeking to see Loki hovering as he searched for inhabitants, Spidey thought, _Could it be he is also here for the Fairies' magic? Or he wants revenge for the time I kicked his butt at his own game? Or that other time when- I'm getting off track._

"What is our plan of attack," Erza asked.

"Hmm…how you guys feeling on magic energy," Spidey asked.

"Feeling fired up," Natsu replied as the rest of Team Natsu gave a thumbs up.

"Great," Spidey responded. He and Team Natsu huddled as they discussed their plan. "You guys got it," Spidey asked. Team Natsu nodded and they left to their positions. "Yo Loki," Spidey shouted as he leaped out of cover.

"Aaaahhh, if it isn't Spider-Man," Loki replied in distain. "What are you doing here?"

"First, it's the 'Amazing' Spider-Man," Spidey responded. "Second, I'm the one who should be asking you that."

"Like you could understand any needs of mine," Loki said.

"Could it be the magical energy that could be stored on this island," Spidey asked.

"Wha- how do you know my plans," Loki replied.

"Don't want to surprise you, but I'm psychic," Spidey answered.

"You know something," Loki said as he glared at Spidey.

"No I don't," Spidey replied.

"Yes you do."

"No I don't."

"Yes you do," Loki angrily snapped.

"Stupid says what," Spidey said super-fast.

"What?"

"Gets them every time," Spidey whispered as he chuckled. "Whoa," Spidey shouted as he dodged.

"You're trying my patience," Loki shouted as he prepared his next attack.

"Well I have some friends who would love to do the same," Spidey shouted back.

"What?"

"Now," Spidey ordered as Team Natsu launched their attacks.

 _Roar of the Fire Dragon!_

 _Roar of the Sky Dragon!_

 _Ice Make: Ice Cannon!_

 _Blumenblat!_

 _Fleuve d'étoiles!_

The Fairies attack sent Loki into a tree. "Did we get him," Lucy asked.

"Let's hope so," Spidey replied. A few moments of silenced passed then the sound of maniacal laughter could be heard.

"Judging by that, I'm guessing we didn't," Gray commented.

"Splendid," Loki said as he appeared behind them. "Such magical power, it will be a fine- how do they said it? ah- a fine power up," he continued.

"Our attack didn't even phase him," Erza said as she observed an unscathed Loki.

"Prepare to say that a lot," Spidey commented. Team Natsu gave him a shocked look and he responded, "Forgot to mention, he is kind of a god."

"I am a god you pesky insect," Loki snapped. "Now you will tell me where the source of the magical energy is coming from."

"First, a SPIDER is NOT an INSECT, it is an ARACHNID," Spidey replied irritated. _Seriously, why does every villain get that wrong, I mean at least I have the respect to- who am I kidding, but seriously, educate yourself._ "Second, I ain't telling you."

"Then I will have to beat it out of you," Loki responded as he charged his attack.

"Heads up," Spidey shouted as he and Team Natsu dodged. They all landed behind some trees and Spidey said, "Can you guys distract him, while I call for back up?"

"We don't need back up," Natsu replied. "He ain't so tough."

"He is a god, a really powerful and annoying god, so unless you've b-"

"Already done it."

"What? Really," Spidey questioned. Team Natsu nodded their heads. "Well...Ok then, but a little more fire power wouldn't hurt right?"

"Of course not," Natsu replied as he and his team prepared to fight. "The more the merrier."

"This guy is after us and trespassing on sacred grounds," Gray commented. "He better be prepared for smack down."

"Let's do this," Lucy added.

Team Natsu jumped out of cover and began attacking Loki. _I'll be, they're actually giving him a hard time,_ Spidey thought as he watched the fight. _Oh right, backup,_ he continued as he activated his SHIELD watch. "Fury, Spidey here, we've got a problem."

"And that would be," Fury asked.

"An Asgardian problem," Spidey replied.

"I'll contact the Avengers to send Thor right away."

"Alright," Spidey said as he turned back to the fight.

Blocking an attack, Loki shouted, "Is that all you've got?" Unleashing a barrage of attacks on Team Natsu as they dodged, Loki continued, "NOW BOW BEFORE ME!"

Joining the fight, Spidey shouted, "Wouldn't get cocky if I were you Loki!"

"What are you going to do? Web my mouth? Tell another non-humorous joke," Loki questioned as he turned his attacks to Spidey.

"You know me so well," Spidey replied as he dodged. Sticking to a tree, he continued, "But I'm going to try something new, a 'magic' trick." _Don't ask._

Team Natsu glared in confusion as Loki said, "You? Magic? That was a non-humorous joke." Stopping his attack, he continued, "Humiliation and death, two things I love most."

"Ok, but I warned you," Spidey replied. "On the count of 3, I will make a blunt object appear," he continued as he began making spirit fingers. Team Natsu watched in confusion as Spidey finished, "1...2...3!"

Nothing happened and Loki said, "I knew this would happen, now prepare to die." Loki began charging his attack.

"What was that all about? Another lame joke," Lucy whispered angrily as she and her team prepared to defend.

"Calm down 'Princess', the punch line takes bit longer to here," Spidey replied as he leaned against a tree.

"What punch line?"

Loki prepared to fire and shouted, "NOW PERI-" Suddenly Mljnor appeared, smashing into Loki's face, sending him straight to the ground.

"That punch line," Spidey commented as he looked up to see Thor fly in. _Rolling Thunder,_ Spidey thought as Thor recalled Mljnor to him and landed. _Wait, that's not copyrighted by that FPS video game company right?_

"Ah, Spider-Man, it is good to see you," Thor said as he approached Spidey and Team Natsu. "I see you found another group of oddly dressed younglings," he continued as he examined Team Natsu.

"He thinks we look strange," Gray asked.

"What did I tell you," Spidey replied. "I am the most normal looking one here."

"But you've got a tight outfit on," Lucy said. Erza, and Wendy nodded in agreement.

"You three shouldn't be saying anything," Spidey snapped. _Same goes with the rest of the girls, in your guild._

"Excuse me," Wendy said. "But who are you?"

"I am surprise you do not know of me little blue one," Thor replied.

 _Here we go...,_ Spidey thought.

"Why I am, Thor the Thunderer, Son of Odin, Prince of Asgard, Protector of the 9 realms," Thor shouted as he lifted Mljnor and lightning struck it.

"Woaaahhh," Team Natsu said in unison. They turned to Spidey and back to Thor.

"Now that's a real hero," Natsu said as his team nodded in agreement.

"I'm a real hero too," Spidey shouted.

"But he's got a cool looking outfit," Gray commented.

"He looks like a real warrior," Erza added.

"And he is a Prince," Lucy finished.

 _Why am I putting up with these people,_ Spidey thought. "I'm sorry, who is the one who saved your butts?"

"Now, now, it is true Spider-Man may not look the part of a hero, but I assure you, he has saved this city and this world countless times," Thor said as he patted Spidey's back.

"Thanks," Spidey replied. _I deserve an award for all the crap I put up with._

"Hey, uh, what were we doing again," Natsu asked.

"I don't know," Gray added.

"Yeah, I don't remember either," Lucy finished.

 _Yeah...what were we doing,_ Spidey thought. Hearing maniacal laughter, he continued, _Oh right...Loki._

"Typical scenario," Loki said as he rose from the ground. "My oaf of a brother comes in, be wonders all around him and I am immediately forgotten."

"He's your brother," Lucy asked as she and her team stared in confusion.

"Half-brother, but still my brother," Thor replied. "Stop your fool hearty quest brother or I will make you by force."

"Always force, brother," Loki snapped back. "Fine, if it is force you want, then force you shall get," Loki shouted as he opened a portal and Frost Giants appeared.

"Frost Giants," Thor questioned. "You are not planning to try to take over Asgard again are you, brother?"

"No...Me? I would never do the same trick twice," Loki replied. "However, I did promise these Frost Giants unlimited power and your head as a reward."

 _It's always Frost Giants with this guy,_ Spidey thought as he and the others prepared to fight. "Let's get ready to rumble," he shouted as he and the others charged.

"Destroy them," Loki shouted back as he charged with the Frost Giants.

* * *

 **HEY GUYS! IT'S BEEN A WHILE. LIKE A SUPER LONG WHILE. I hope you all have been well, and I apologize for the long update. College, job hunting, life and stuff have been getting in the way, but I finally managed for finish this chapter. Again thanks for reading and making it here, it means so much and I hope you'll like this chapter too. Also, I've decided not to end this story on Chapter 12 or 14. After reading more stories, getting suggestions from some of my readers, playing Unlimited Spider-Man, watching Disney's Ultimate Spider-Man, watching Fairy Tail, I've come to a conclusion that I can and will write more. So expect this story to be around for a while, but also expect long updates. Again I apologize, but I will do my best to get them out as fast as I can. Also I am currently working on another story, I am not going to tell you the title of it cause I don't want to be that kind of guy. Anyway, thanks again for reading, MEANS A LOT. And I'll cya in the next chapter!**


	12. Spidey Magic?

Chapter 12

Seeing Gray get smacked into a tree Spidey commented, "What's wrong Gray? They too 'cool' for you?"

"Not in the mood for your jokes," Gray shouted back as he jumped back into the fray.

 _No one ever is,_ Spidey thought as he dodged an attack. _But I'll say them anyway,_ he continued as he landed under a Frost Giant and webbed his feet and pulled. "Timber," Spidey shouted as it fell.

"You're mine now," Gray shouted as he leaped above the Frost Giant and casted his spell.

 _Ice Make: Mallet!_

Slamming the hammer on it's head, knocking it out, Gray questioned, "Do I get a prize?"

"Nice job Gray! I'm heading over to the others," Spidey shouted as he webbed away.

Dodging attacks, Natsu commented, "Damn. My fire won't melt'em." Noticing Spidey drop next to him, Natsu asked, "What are you doing here?"

"Over heard your comment and thought I would help out," Spidey replied.

"I don't need help," Natsu responded.

"Duck," Spidey said as he ducked.

"Wh-" Natsu was sent flying into a tree.

"You were saying," Spidey questioned as he dodged another attack.

"Arghh! Fine! Let's do this," Natsu shouted back as he got to his feet and charged.

Spidey dodged another attack and webbed the Frost Giant's eyes and said, "Let's play a game!" Dodging more attacks as the Frost Giant swung wildly, he continued, "The rules are simple!" Sticking to a tree, he added, "Guess what's in your mouth!"

The Frost Giant ripped off the webbing as Natsu casted his spell.

 _Iron Fist of the Fire Dragon!_

Watching the Frost Giant hit the ground, Spidey announced, "Sorry it's not 'ARGHGHRHGH', but a 'spicy hot' knuckle sandwich!"

"Thanks for the assist," Natsu commented. "Maybe you're a real hero after all," he said as he gave a smirk.

"I AM A REAL HERO," Spidey shouted back. "HOW MA- Never mind, let's go help the others," Spidey continued as he and Natsu joined the others.

Dodging an attack, Lucy shouted, "Now it's my turn!" Bringing out her whip, Lucy began attacking the Frost Giant. "How does that fee...," Lucy paused as she noticed the Frost Giant was blushing a bit.

"I knew she was into bondage," Spidey commented.

"Huh? Wait," Lucy shouted from the sudden appearance of Spidey and Natsu.

"I knew you were weird, but I didn't think you were this weird Lucy," Natsu added.

"Come on guys, it's not what it looks like," Lucy said as she took a step. Seeing Natsu and Spidey take a step back, she shouted, "I'M SERIOUS. I'M NOT INTO THAT."

"Whatever you say 'Princess'," Spidey shouted as he swung away.

"Yeah...I uh..gotta go," Natsu shouted as he dashed away.

"Guys! Come on! I'm not...into that...," Lucy mumbled as they disappeared from her view. Noticing a large shadow casting over her, Lucy looked back and said, "You believe me right?" The Frost Giant smiled and began attacking. "NOW YOU ACT NORMAL," Lucy shouted as she began running.

"What's up Erza," Spidey said as he dropped next to her.

"Hello Spider-Man. Come to my aid," Erza replied.

Spidey nodded and mumbled, "Unless you've got a weird fetish too..."

"What was that," Erza asked.

"Nothing," Spidey replied. "Let's finish this walking Popsicle," Spidey continued as he and Erza charged.

 _Heaven's Wheel! Circle Swords! Dance my blades!_

"Fall to my blades giant," Erza shouted as she saw her attack connect. "Your turn Spider-Man!"

 _Crawler Assault! Wait what?_

Spidey suddenly unleashed a flurry of punches and kicks at the Frost Giant's face, knocking it to the ground. _How...how did I do that?_

"I didn't know you had a attack spell," Erza commented as she landed next to Spidey.

"What do you mean," Spidey asked. "That wasn't attack spell, more like I just punched really fast."

"But I felt some magical energy from your attack," Erza replied.

"MAGIC?! ME," Spidey shouted. "THAT'S IMPOSSIBLE. I MEAN- UH- YOU KNOW WHAT I MEAN," Spidey erratically rambled.

Noticing the Frost Giant awakening, Erza shouted, "It's up again!"

Dodging an attack, Spidey shouted.

 _Maximum Spider! I DID IT AGAIN!?_

Gaining incredible speed, Spidey unleashed a series of attacks in multiple directions. Connecting the last kick, the Frost Giant fell to the ground unconscious. "That was incredible Spider-Man," Erza shouted.

"Yeah...but I don't know how I did that or why I did that," Spidey replied. "Never mind, let's go-Do you hear screaming," Spidey questioned. Him and Erza looked in the direction of the screams and spotted Lucy running towards them.

"HELP ME," she shouted as approached them.

"You take this Erza, I'll go help Wendy," Spidey said as he swung away.

"Spider-Man! Wait," Erza shouted.

In another area, Wendy dodged an attack and Happy shouted, "Hang in there Wendy!"

"I'll be fine," Wendy replied as she ducked and casted her spell.

 _Roar of the Sky Dragon!_

Noticing the Frost Giant irritated from Wendy's attack, Happy shouted, "You made him angrier!"

"Watch out Wendy," Carla shouted as the giant swung down at her.

"Oh no," Wendy said as she braced for the attack.

"Yoink," Spidey shouted as he grabbed Wendy.

"Spider-Man," Wendy shouted. "Thank you for saving me!"

Landing on a tree branch, Spidey replied, "Just doing what a hero does."

"Sorry, but I'm kinda useless against him," Wendy pouted.

Patting her head, Spidey replied, "That's okay, let's take him down together then." Wendy nodded as he continued, "I'll distract him, you get him off the ground okay?"

"Gotcha," Wendy replied as she saw Spidey charge the giant.

"Hey Frosty," Spidey shouted as he swung around the giant. "Can't hit me," Spidey continued as he dodged attacks. Seeing the giant getting irritated from him, Spidey shouted, "Now Wendy!" Landing at the giant's feet, Wendy casted her spell.

 _Wave Wind of the Sky Dragon!_

Watching the giant propelled high into the air from her attack, Wendy shouted, "Go get it Spider-Man!"

"I'm on it," Spidey shouted back as he webbed up tree branch after tree branch. Reaching were the giant was, Spidey said, "Going down?"

 _Ultimate Web Throw! WHY CAN'T I STOP?!_

Covering the giant in a large amount of web, Spidey front flipped twice before throwing the giant to the ground. Hearing a loud thud, Spidey commented, "Thanks for taking the 'Spidey Express Elevator', please tip the bell boy next time." Landing next to Wendy, Spidey exclaimed, "High five Wendy!"

"That was amazing," Wendy shouted as she high fived Spidey. "I didn't know you had attack spells."

"You know Erza said the exact same thing," Spidey replied. Hearing thunder, Spidey continued, "Oh crap, we've got to go help Thor!" Spidey, Wendy, Happy and Carla hurried to the sound.

"Ah Spider-Man," Thor exclaimed as he smacked Loki with Mljnor. "I see you and your companions of fellow oddly dressed younglings have defeated the Frost Giants."

"Yeah we did," Spidey replied. Spotting Lucy, he continued, "So. Was the giant chasing you because you didn't 'service' him well enough?"

"Shut up," Lucy snapped back.

"Whoa calm down," Spidey replied. "Business was bad today, I get it."

"Please be quiet," Lucy angrily replied.

"Yes 'Princess'," Spidey commented.

"Give up brother," Thor shouted. "Your Frost Giants are defeated and you cannot possibly believe you can fight all of us."

"You make a fine point. Brother," Lokie snapped. Glaring at Spidey and the Fairies, he added, "You win- For now. I'll be back and I will find and harvest the magical energy."

Seeing Loki disappear, Thor turned to Spidey and Fairies and shouted, "Hazza! We have won!"

"Great job guys," Spidey commented.

"We kicked ass," Natsu said as he high fived Happy.

"Aye," Happy shouted.

"Again Spider-Man, you've brought me another tale to tell in the Halls of Valhalla," Thor said as he smacked Spidey in the back.

"Ow...," Spidey mumbled.

"Wait, people will praise us," Gray questioned.

"Yes. I will tell them of how a group of young fine oddly dressed younglings defeated multiple Frost Giants with the help of Spider-Man," Thor explained.

"We're not oddly dressed," Lucy replied.

"Hohoho. You are most humorous, busty blonde one," Thor laughed.

"Busty blonde," Lucy questioned.

"ANYWAY," Spidey interrupted. "Thor you should get back to the Avengers, Hulk is probably eating or touching something you own."

"Why that gigantic green oaf, I will break him in two if he is," Thor shouted as he flew away.

 _Finally...,_ Spidey thought as he activated his ear piece. "Fury, Spidey here. We're heading back, I've found the reason how they got here."

"Good work Spider-Man," Fury replied. "Meet us in the situation room."

"You got it," Spidey replied. Pressing the ear piece again, Spidey broadcasted to the other Fairies, "Let's head back. I know how you guys got here."

"Really," Master Makarov questioned.

"Yeah, but I want to see your face when I tell you to confirm it," Spidey replied.

"Okay, we're heading back," Master Makarov responded.

"Let's go guys," Spidey said as he and the Fairies made their way back to the Helicarrier.

 _What's a busty blonde,_ Lucy thought as she followed the others.

* * *

 **ALOHA GUYS! I'm not Hawaiian, but whatever! It's been forever since I've updated! Mostly due to the fact that I was drowning in my depression and lonlin-I MEAN- doing College stuff! Yeah, lets go with that. But for real I was just working on another story I started before this. I also haven't been feeling like writing this story, BUT since I saw the premier trailer of the new season of Disney's Ultimate Spider-Man I felt obligated and excited to write another chapter! So yeah! With the new season starting, be prepared for more chapters to come out a bit faster than before due to the fact that I'll feel pumped up after watching an episode of the new season. Well, that's about it for this chapter and I hope you're excited for the next! THANKS AGAIN FOR READING and as always, I'll see you in the next chapter!**


	13. 7 Years in Marvel Universe

**A/N: So I'm doing this new thing with Spidey. You know how he breaks the 4th wall in the show? Well, thanks to Gamma Hulk 179 for the suggestion. I'm having him do it in this story. When you see this:** _"WORDS WORDS WORDS WORDS. FEELS FEELS FEELS.", Author shouted cause he can't explain it any better._ **T** **hen that means he is breaking the 4th wall and the chibi versions of either the devil, angel, Mavis, or a certain Mexican food loving Merc with a mouth will pop in to 'help' him out.**

* * *

Chapter 13

 **SHIELD HELICARRIER: SITUATION ROOM**

Spidey and Team Natsu were the last to arrive. As they entered, Fury asked, "So what did you find on the island? Besides trouble."

"We-" _"Wait. I did promise not to tell the others about Mavis, but they need to know how they got here", Spidey said._

 _"Oh you can tell them", a mysterious voice spoke._

 _"Wait. Who is that", Spidey questioned as he wasn't use to someone else breaking the 4th wall._

 _"It's me Spider-Man", Mavis answered as she appeared chibi sized on his shoulder._

 _"WHOA WHAT", Spidey said as he looked towards his shoulder. "How are you doing that? And how are you in my head?"_

 _"I really don't know..., but I kinda like it."_

 _"Uhhhh...okay? Anyway, are you sure I can tell them? Won't they like freak out?"_

 _"Maybe, but I'm pretty sure it'll be okay", Mavis replied as she gave a thumb up._

 _"So are you gonna reveal yourself?"_

 _"Of course! No point of hiding if they know I'm here right?"_

 _"I guess you make a point. Anyway, back to reality", Spidey replied as time resumed._ "Well. I met their founder or the first master and she explained what happened."

"YOU MET WHO," Master Makarov shouted and stood up in surprise. "HOW? WHEN? WHA-"

"Calm down Master," Erza pleaded. "You'll strain yourself."

"I'm sorry," Master Makarov responded as he coughed a bit and sat down. "You met the first master?"

"Yeah," Spidey replied. "Short blonde girl with long hair, green eyes, and very...eccentric."

"But the first master has been dead for years," Master Makarov responded.

"You seeing ghosts Parker," Fury questioned.

"Oh. We've seen so many other strange things and 'ghosts' is something you don't believe in," Spidey asked.

"I'll see it when I believe it," Fury replied. "So are you gonna explain to how they got here?"

"I'll do it," Mavis said as she appeared.

Everyone was in shock at Mavis' sudden appearance. "What the hell," Fury said as he stepped back. "Well, I'll be damned Parker, for a minute there I thought you were crazy."

"Really?"

"Anyway. Mavis was it," Fury questioned and Mavis nodded in response. "How did your people get here and how do we get them back?"

"Well...them being here was my doing...by accident," Mavis replied.

"What do you mean by accident," Fury questioned in strict tone.

"Yes First Master, I would like to know how you managed to get us here," Master Makarov added.

Mavis sighed then replied, "I felt the compassion and love you all had for each other. And with what little magical energy you had left, I casted Fairy Protect." Seeing the confused and questioning faces of her guild members, she continued, "I believe I was off on one of the incantations, which resulted you in all being transported to Spider-Man's world."

"I see," Master Makarov replied as he crossed his arms. Bowing his head, he continued, "Thank you First Master for saving us. We are in you debt that we may never be able to repay." Following Master Makarov's gesture, the rest of the Fairies repeated his actions and words.

"Lift your heads my children," Mavis said as she smiled. "I am just glad my accident didn't make things worse by sending you to another place with no allies. Also you repay me by going on adventures with each other and caring for one another."

 _"Such a touching moment," Spidey said._

 _"Sure is," Angel Spidey commented._

 _"Why can't we get any moments like that," Devil Spidey asked._

 _"Good question," Spidey said as he glares at the Author._

 _"I gave you one a couple chapters back," the Author replied. "What more do you want?"_

 _"Never mind," Spidey responded. "Back to reality."_

"Alright alright, enough to the lovey mushy stuff, this is serious people," Fury interrupted. "That tree and you all are attracting very powerful people who want to use your magical energy to take over the world. So if you could kindly tell us how to send you back then I'm pretty sure we all will get happy endings."

"Sorry Eye Patch Man," Mavis replied.

"Eye Patch Man," Fury questioned.

"The spell won't wear off until 7 years have passed," Mavis answered.

"WHAT," the whole room shouted in unison.

"7 years," Fury asked. "I don't know if we'll even last 7 years. We've already had the Sinister Six, one of the toughest villains come at us, which I would say that we barely made it out of that with the skin of our teeth, and not to mention a Norse God," Fury shouted in anger. "So you better have a plan because I ain't go one."

"I am sorry to burden you Eye Patch Man, but I beg you, as the First Master of the Fairy Tail Guild, please help us," Mavis answered, bowing her head.

"Argh...Parker," Fury shouted. Spidey pointed at himself and Fury continued, "Yes you! Have any ideas on how to get us out of this situation?"

"I...uh...ehhh," Spidey mumbled. Looking at the Fairies whose eyes pleaded for help, he took a moment to breathe then answered, "Maybe we can develop a camouflage for the island or make it completely invisible and probably mask the magical energy."

"Sounds like something we could do," Fury replied. "What about them? They can't live at the SHIELD Academy, unless they want to be heroes. And they sure as hell can't blend in with society with their 'unique' personalities and way of doing things. "

"Uh...", Spidey said.

 _"We could always teach them and they can live with us," Angel Spidey said._

 _"No way! They're annoying and they'll wreck our place," Devil Spidey shouted. "I see we kick'em to the curb. Show them how hard it is to live on the streets of New York."_

 _"We definitely can't do that," Spidey answered._

 _"Please Spider-Man," Mavis spoke as she appeared. "I know you can do it."_

 _"I don't know Mavis," Spidey replied. "Taking care of this many people is a bit way too much."_

 _"Oh...okay," Mavis responded as she looked down with a sad expression._

 _Seeing Mavis like that, Spidey said, "ARGH...I can't just let them fend for themselves..."_

 _"SO YOU'LL HELP THEM," Mavis exclaimed as she lifted her head with joy._

 _"Yeah. Who am I kidding. Taking care of this people should be a piece of cake," Spidey replied. "I take care of a lot of people everyday and still get by. I'll do it Mavis."_

 _"OH THANK YOU SPIDER-MAN," Mavis shouted as she jumped with joy and hugged him. "I knew you wouldn't let me down."_

 _"Let's see how this goes. 7 years is a long time," Spidey responded. "I'll be surprised if they last a week before getting into trouble."_

 _Mavis averted her eyes and replied, "Well..."_

 _"You have no faith in them do you?"_

 _"No comment."_

"How about we teach them to blend in and they can live with me," Spidey answered.

The Fairies and Fury were shocked by his answer. "So you will take responsibility for them?" Spidey nodded in response. "For 7 years?"

"Uh huh," Spidey replied.

"It's the best plan we've got," Fury said as he rubbed his neck. "Coulson."

"Yes sir," Coulson replied as he saluted.

"You're in charge of teaching the Fairies to blend in to society," Fury ordered. "They get 1 month to learn and adapt. After that they're all yours Parker."

"Fair enough," Spidey replied.

"Alright people, training starts early in the morning, so get some rest," Fury said as he exited the room.

 **Parker Penthouse**

"Did my living room get smaller," Peter said as he entered and examined the area.

"Whoa, it looks like someone did some renovating," Natsu commented as he noticed.

 _Fury knew I would take them in. Well, he is a Super Spy,_ Peter thought as he walked into the hallway. "Alright guys, I'm pretty sure you all have rooms, so go find the ones that make you feel comfortable." Peter instantly regretted that when the Fairies broke out into a brawl on which rooms they wanted. Now in the living room, Peter announced, "OKAY. So I'm gonna be assigning rooms now. Due to some unfortunate events which had fists flying, magic casting and me screaming for my life." The Fairies averted their eyes and pretended that nothing happened. "DON'T PRETEND YOU DID NOTHING," Peter shouted. "Anyway, here we go." After a few hours of getting everyone settled, Peter ordered pizza, a lot of pizza, and they all began eating.

Pausing before taking another bite, Master Makarov said, "Thank you Peter for everything." The other Fairies nodded in agreement as they ravaged the pizza boxes.

"No...problem," Peter replied as a pepperoni hit him in the face. "It what heroes do," he continued as he removed it from his face. _"This is going to be my life for 7 years isn't it..."_

 _"Yep," Mavis replied as she tried to take a bite of slice of pizza, but it fell through her._

 _"You did the right thing," Angel Spidey commented._

 _"Meh...," Devil Spidey sputtered._

Later that night on the balcony, Peter gazed up at the stars and thought, _I hope I'm making you proud Uncle Ben._

"Peter," a voice spoke out.

"Oh hey Lucy," Peter said as he made out the figure. "Can't sleep again?"

"Well...yeah, you put me in the room right next to Natsu and Elfman," Lucy answered.

 _"I thought it'd be hilarious."_ "My bad, there were no other big rooms left and I figured you needed one since you're a girl," Peter answered.

"Well...you're not wrong," Lucy replied. "Th-thank you," she mumbled as she began to blush.

Noticing Lucy's face turning red, Peter asked, "Are you okay? Your face is turning red. You have a fever?"

"Huh? Oh no...it's just kinda cold out here," Lucy replied. _Stop blushing me!_

"Oh why didn't you say so," Peter responded as he took of his top pajamas and placed around Lucy's shoulders. "Better?"

"Yeah...thanks again...," Lucy mumbled as she looked with her face turning even redder.

"So beautiful," Peter said.

"Huh? Me," Lucy questioned as she lifted her head, but noticed Peter was looking at the stars. "Yeah...it is."

Glancing at Lucy as she gazed at the stars, Peter thought, _Nice save Parker... I mean she is beautiful, but I don't want to jump the gun right now...I don't want her to get hurt like the other girls I've fallen for in the past...For now, I'll protect her and her friends. Great Power, Great Responsibility._

"Peter," Lucy asked as she noticed he was staring at her.

"Huh?"

"You okay?"

"Oh. Yeah. Just wondering how we're gonna get through this for 7 years."

"Don't worry, we can do it if we work together!"

"That's such a cliche line."

"Oh. But that's all I've got."

"Yeah I know. If it makes you feel better, Mavis probably thinks you guys aren't going to last a week without getting in trouble."

"She's not wrong..."

"Hahaha. Anyway, it's getting late, and you've got training in the morning," Peter said as he made his way inside. "Come on 'Princess' I'll walk you to your quaters," Peter continued in a British accent.

"Why thank you, good sir," Lucy replied as she giggled.

Hearing Lucy's door close, Peter jumped into bed and thought as he closed his eyes, _7 years huh? Can't be that bad right?_

 **Secret Villainous Base**

"So these are the targets the boss wants huh," a goon said as he stared at the screen.

"Yeah...and you won't believe who the boss got to get the job done after he is done with something else ," another goon replied.

"Don't tell me?"

"Yeup."

"I don't whether to feel bad for the targets that they're going to have to deal with 'him' or to feel good that we'll be rich."

 **Somewhere in the world**

"Come guys, you know I'm not into bondage," a man said as he adjusted the knots around his wrists. "But I'll tell you who is into bondage, Domino, yeah, try to picture that."

"Shut ya mouth you piece of sh-", a goon replied

"WHOA WHOA WHOA. Watch the language, this is a rated T story," the man interrupted.

"What are you talking about?"

"Nothing you have to worry about since you'll be dead a few seconds," the man answered.

"I like to see you t-" the goon was interrupted by a gunshot through his head.

The other goons were shocked and prepared to fire as the man said, "Ahhh who am I kidding. Fuck the rules!" Breaking from the knots he jumped on a railing as bullets started flying and said, "I see none of you wore your brown pants today." Unsheathing his katanas, he continued, "Well. I'd rather shit my pants, then have this up my ass." Jumping down he began sl- _"Hold up Author," the man said. "You really want to describe what I'm about to do to these poor suckers?"_

 _"Well I mean I kinda have to?"_

 _"Let them imagine it. Just end the chapter right here. I want to make a big entrance next chapter anyway."_

 _"You know, I'm not gonna even argue and just do it..."_

 _"My man."_

 _"Shut up."_

* * *

 **Buenas dias amigos! I'm not Mexican either, but I like their food! And you know who else does? I'm not gonna say it cause it's pretty obvious. DONALD TRUMP! No? Not funny? Okay, that's the last time I try to tell a joke. Anyway, I hope you enjoyed this chapter! Oh and since I stated they're gonna stay in New York for 7 years, there are gonna be a few chapters where I time skip or make them go on a completely new adventure than the previous chapter. Since I'll be doing that. To let you know the next chapter will connect with the previous I shall be putting: To be continued. At the end of those chapters so you guys don't be like, "Wtf? Weren't they just doing this and now they're doing this? Did I miss a chapter or something?" Yeah, I want to prevent that. Which also reminds me I hope you all are reading this part of the chapter cause it's usually where I update you guys. Just saying if you didn't do it already. So yeah, thanks again for reading and I'll cya in the next chapter!**


	14. Merc with a Mouth

Chapter 14

 **1 month later: Parker Penthouse**

"RING RING RING," rang the alarm clock. "RING RING RI-"

"I'm awake," Peter groaned as he slammed on the button. Yawning, he looked at the clock to check the time. It was 7AM, and that meant he had to do what he has been doing for the past month. Getting out of bed, he headed to the kitchen and began cooking breakfast. _It's been a month and the Fairies are adjusting well to their new lifestyle,_ Peter thought as he flipped a pancake. _Although, the first day wasn't the best..._

 **Flashback to the first day of training for the Fairies**

"You guys excited," Spidey asked as he entered the training room.

"Kinda," Lucy replied.

"We well do whatever it takes to fit in," Erza added.

"So...stripping in public is against the law," Gray questioned.

"Yeah it is Gray," Spidey answered.

"And I can't just use my magic any time and any where," Natsu asked.

"Yep."

"This world sucks," Gray and Natsu said in unison.

"Get used to it," Spidey replied. Checking his watch he thought, _Where is Coulson? Unusual for him to be late._ He heard the door open behind him and turned to say something but paused.

"What up dawgs? My outfit on fleek yo? Vape for life," Coulson said as he did multiple hand gestures while wearing the most swaggiest clothes ever.

 _This may be the most disturbing thing I've seen...and I've seen some disturbing stuff,_ Spidey thought as he stood there speechless.

"What up Spidey? You ready to 420 just blaze? Wanna hit up the clu-"

"Shut up Coulson...I'll take over for training," Spidey said as he face palmed.

 **Current Day**

 _"I think I had to get my eyes chemically washed after that," Peter said._

 _"I will admit it was a disturbing sight," Chibi Mavis added._

 _"I'm evil, but no that evil," Devil Spidey commented._

 _"The Heavens should've smited the poor soul," Angel Spidey mumbled._

Hearing footsteps entering the kitchen, Peter turned and said, "Morning Wendy. You ready to go to your first day of high school?"

"I'm so excited," Wendy exclaimed. "Ever since training ended, I've been wanting to go!"

"Awesome," Peter replied. Pointing to a paper bag, he added, "That's your lunch, now eat breakfast and have a nice day at school."

Wendy nodded and quickly ate her food. "Thanks for the food and see you later," she continued as she ran out the door.

"Child, what did I say about eating fast and running," Carla shouted as the door closed. "I swear, she can be troublesome..."

"Don't worry Carla, she'll be fine," Peter said as he grilled some fish. "Here, take this and go eat the couch and watch some shows."

"Thank you Peter," Carla replied as she left with her food.

"No problem," Peter responded. It was 830 AM, Peter thought, _3...2...1...and_

"AHAHAHAHAHAHA," Natsu shouted as he burst into the kitchen. "I'm gonna be late for work," he continued as he gobbled up his breakfast.

"You've been there for like 2 weeks man," Peter commented. "And this job is perfect for you. You get to cook food," he continued as he placed Natsu's lunch on the counter.

"Thanks Pete," Natsu exclaimed as he grabbed the bag. "I'll see you later," he continued as he rushed out the door.

 _Thank god he's got stamina to run all the way to work, although I think he prefers it. Something about motion sickness...eh whatever, he better not get fired,_ Peter thought as he continued making breakfast. An hour later, the rest of the Fairies came out to eat. Seeing all the Fairies eat, talk and look excited for the day, made Peter happy. _"It's been a month and I can't believe they haven't gotten into serious trouble,"_ _Peter commented._

 _"I had faith in them the entire time," Chibi Mavis replied._

 _"Suuuuurrreeee," Peter replied sarcastically. "Oh and let me update the readers on the jobs or activities the Fairies have."_

 _"Go ahead," Chibi Mavis responded._

 _"So first we'll start with the Strauss sibilings. Mira and Lisanna work at a Hooters during the day, but at night Mira works at a local bar while Lisanna attends College with Lucy, Levi, Gajeel (Surprised I know), Freid, and I. Elfman works at a gym as a personal trainer. Seemed to fit him so SHIELD pulled some strings. Oh, Freid joins Laxus, Bixslow, and Evergreen to work at a local host club during the late afternoon to evening shifts. Uh...oh we set up Gray and Juvia at a local Haagen Daz. Poor guy...anyway, Natsu works at a local restaurant where all they do is barbecue so yeah, that's good for him. Wendy goes to high school. Erza works at a local bakery...Yeah...that should be good? I don't know. Cana works with Mira at the bar, but I think she'll get fired soon due to her drinking all the booze...maybe she could do some Coyote Ugly stuff. Gildarts does construction, well mostly demolitions and Gramps and the Cats just stay home all day."_

As the day went on, and night came, Peter finished his college homework and headed to the roof. Changing into his costume along the way, he opened the door and asked, "You guys ready?"

"Of course," Erza replied.

"I'm all fired up," Natsu added. The rest of Team Natsu acknowledged with a thumbs up.

"Okay, so I've got these wrist watches," Spidey said as he took them out. "They're hand made just for you guys, to boost your magical and physical capabilities," Spidey continued as he handed each one to them.

"What about the rest of friends," Lucy asked.

"SHIELD is still developing them, so it'll take some time before they join us on patrol," Spidey answered. Seeing the Fairies put on the wrist watches, Spidey continued, "Now, press that button to activate the transformation sequence, and you'll be set to go. Also you can only use these in case of emergencies or when on patrol." Team Natsu nodded and a flash of light occurred. "You guys look good," Spidey commented. "Something straight out of TRON."

"Whooooaaaa," Natsu said as he examined himself. "What are all these things in my face," he said as his HUD popped in.

"That's your Heads Up Display or HUD for short," Spidey answered. "It basically tells you what's going on in the middle of a fight and your condition," Spidey explained. "Everyone, but Wendy's is the same. Since we know she can use magic to heal, we've given her a special HUD to notify her when you guys aren't feeling too well and she'll do her thing," he continued as he patted Wendy on the head.

"It's a little too tight," Lucy commented.

"And why do we all look the same, but like we have different colors," Natsu questioned.

"Sorry, this was kinda a rushed project, but if you want get re-fitted and customize your suit the way you want, just let me know and I'll take you to the Helicarrier," Spidey answered. Team Natsu nodded in acknowledgement.

"So how do we use this," Gray asked.

"You're in luck. Tonight is your first night of training," Spidey answered. "Quick note. When you use your magical abilities, the suit becomes transparent which will allow your attack to exit and hit your target. So you won't have to worry about that," Spidey said. "Any other questions before we begin?" Team Natsu shook their heads. "Then let's get our hero on," Spidey said as he webbed a building and began to swing. "Oh forgot to mention," Spidey said over the comms. "You can wall run."

Team Natsu gave a smirk within their helmets and followed Spidey. "This is awesome," Natsu said as he went from wall to roof, building to building.

"Yeah it is," Gray commented as he followed. "Hey Natsu!"

"Yeah!?"

"Let's race," Gray shouted as he began speeding ahead.

"Oh it's on," Natsu shouted back as he sprinted.

"Hey don't leave us out," Lucy shouted as she followed along with Erza and Wendy.

 _They're really good at parkouring,_ Spidey thought as he glanced back. _Glad they're having f-_

"SPIDEY," a man shouted as he tackled Spidey from his web swinging. Landing on a building and tumbling to a stop, the man asked, "Did ya miss me?"

"Who are you," Spidey asked as he vision started to clear. "Oh crap," he said as he realized the person who tackle him was Deadpool. _"Deadpool...the last time I fought him w-"_

 _"Awwww...can't I do the backstory or flash back?"  
_

 _"NO. AND STOP DOING MY THING."_

 _"Uh...I did this way before you did. Anyway, you may have defeated me with the feels last time, but this time I'm back."_

 _"NO. Get out."_

 _"Make me."_

 _"Ugh..."_

"What are you doing here," Spidey shouted as he kicked Deadpool off. "I thought you ran away somewhere."

"Well like I said. After you defeated me with the feels I went back to my crib, grabbed some ice cream, and watched some sad anime to mend my broken heart. Then went back to doing the thing I'm good at. Unaliving people," Deadpool answered.

"Who is this Spider-Man," Erza questioned as she and the rest of Team Natsu arrived.

"No one," Spidey replied. _"Gotta get rid of him before he turns this T rated story into something worse than Rated M."_

 _"Too late for that," Deadpool responded._

 _"Stop it."_

"Hello there friends," Deadpool said as he approached Team Natsu. "Name is De-"

 _"HOLY CRAP," Deadpool's crazy voice shouted. "Those two girls got big boobs!"_

 _"It's unnatural," Deadpool's sophisticated voice commented. "Like something from an anime."_

Quickly grabbing Spidey, Deadpool whispered, "Whoa Spidey, where did you pick up these bazongas?"

"Huh," Spidey said as he glanced back at Lucy and Erza. "OH NO. YOU STAY AWAY FROM THEM."

"No need to worry, I'm here on a different mission," Deadpool responded.

 _"But we wouldn't mind taking a 'squeeze' at those bouncy balls," Deadpool's crazy voice said._

 _"It would be unmanly of us if we didn't," Deadpool's sophisticated voice added._

 _"NO," Spidey shouted. "THIS AIN'T SOME M RATED SMUT FEST," he continued. "Not there is anything wrong with that," he mumbled._

"Yeah, like I'll believe that," Spidey snapped back.

"For realsy yo," Deadpool replied. "I'm here to capture or unalive a certain group of oddly dressed people."

 _Oddly dressed people,_ Spidey thought. _The Fairies!_

"Seeing as these guys don't fit the description, I won't have to unalive them," Deadpool said. "Now if you excuse me, I'll be on my way," Deadpool continued as he leaped off the building.

"Who was that guy," Lucy asked.

"Something worse than any villain I've ever fought," Spidey answered. Activating his SHIELD watch, Spidey said, "Fury. We've got a situation."

"And that would be?"

"Deadpool is hunting the Fairies."

"Son of a b-"

"Hey this is a T rated story."

"What?"

"Never mind. But what are we going to do?"

"I'll have all units on high alert and keep overwatch on them. You should fill them in and be on high alert too."

"Never thought I'd have to fight this maniac again..."

 _"I'd prefer to be called a Unorthodox Genius," Deadpool commented._

 _"GET OUT," Spidey shouted._

"Guys, let's head back now," Spidey said as he turned to the direction of the Penthouse. "We've got a big problem," he continued as he began swinging as the Fairies followed.

* * *

 **Visual References for Team Natsu's suits: TRON Evolution**

 **Hafa adai! I'm not Chamorro, but eh whatever. Anyway, I just found out that the first story has just past a bit over 10,000 views and this story has past a bit over 9,000! I just wanted to say THANK YOU SO MUCH FOR READING AND ENJOYING THE STORY! I know there are probably other better stories like this, but *begins tearing up* I'm just so happy that you all decided to check out mine and give me reviews and suggestions on how to make it better! It really means a lot! Okay. Enough with the happy emotional stuff. Back to this. I hope you all enjoy this chapter and I hope you like the idea I used for Team Natsu's suit for now. Of course, I'm gonna make them tweak it a bit to fit their personal tastes and such, but until then I'll just keep them looking the same, but with different colors. So look forward to the next chapter, cause we have Spider-Man, Fairy Tail and Deadpool! The action is gonna be a bit crazy, a bit confusing, but as always it's gonna be fun writing it. Thanks again for 10,000 views on the first story and thanks for 9,000 views on this one! As always, I'll cya in the next chapter!**


	15. CUE THE BATTLE MUSIC!

**A/N: Hey guys! Doing something special for this chapter by adding battle music to it. You'll know when it happens when you see this:** _"Cue the battle music," Random character shouted._ _(One Punch Man Opening: English Dub)_ **, that's what I'm currently listening to now while I write this. Anyway, if you guys want to see more of that then just let me know by posting a review on the chapter and I will think about it. Anyway, enjoy the chapter!**

* * *

Chapter 15

 _Crap crap crap crap crap,_ Spidey thought as he swung into his penthouse.

"Hey there Spider-Man," Mira greeted as she entered the living room. "That it was you when the balcony suddenly o-"

"No time Mira," Spidey interrupted as he grabbed her.

"Oh my," Mira gasped as Spidey brought her into the living room where the other Fairies where.

"Listen up guys," Spidey shouted. "Someone really bad is coming and we've got the get you out of here now," he continued as he activated his SHIELD communicator. "Everyone is here and accounted for, ready to extract."

"Copy that Spider-Man," Fury replied. "SHIELD Jet incoming."

"What's going on," Master Makarov asked.

"Questions later, we've got to get you guys out of here," Spidey replied.

"Whoa Natsu," Lisanna said as she spotted him in his costume. "Where did you get that?"

"Oh this? Spider-Man gave us these wrist watches and this happened," Natsu answered.

"Cool! But, why are we in a hurry to leave," Lisanna questioned.

"Oh well, some nut job is after you guys, but not us since we don't match his descriptions," Natsu replied. "Something about being oddly dressed?"

"Correctomundo my friend," a voice commented.

"Oh thank you," Natsu replied as he turned. "Hey wait, aren't y-"

Deadpool kicked Natsu into the wall and said, "Surprise motherf***ers!" _"WHOA WHOA WHOA," Deadpool shouted. "DID YOU JUST CENSOR ME?"_

 _"Yeah, I mean this is a T Rated story and I already used up an uncensored chapter," the Author responded._

 _"I DON'T GIVE A F***- YOU DID IT AGAIN," he continued shouting._

 _"Listen, I have rules to follow, and I've got finals to study for so can you just play nice for once," the Author said._

 _"F*** it. Whatever! Fine, we'll play by the rules," Deadpool snapped as he crossed his arms._

 _"Thank you."_

 _"F*** you."_

"Natsu," Lisanna shouted as she saw Natsu hit the wall. "Who are you?!"

"Your worst nightmare," Deadpool said as he imitated Bat Man. "You've got a nice rack! Too bad I've got to slice them off," he continued as he began to swing.

"NOPE," Spidey shouted as he webbed Lisanna to him.

"Thanks Spider-Man," Lisanna said as she ran to the other Fairies.

"Awwww come on! I complimented her and everything! I was a gentleman," Deadpool shouted as he flayed his swords in the air.

"A gentleman doesn't hurt the lady," Spidey shouted back.

"Maybe she would've liked it," Deadpool mumbled. "Anyway, just hand them over Spidey and I won't have to unalive you and the Power Rangers," Deadpool continued as he pointed to the Fairies.

"Who are the Power Rangers," Lucy asked.

"Beats me," Gray replied.

"Form up and protect the others," Erza ordered as she and Team Natsu prepared to defend themselves.

"You okay Natsu," Happy questioned as he helped him up.

"Thanks Happy," Natsu replied as he got to his feet. "I got this now, go with the others," he continued as he joined his team.

"Face it Deadpool," Spidey said as he pointed towards him. "You're outnumbered. Just surrender and leave."

"Oooooohhhh. It' 6 vs 1! Ima get a Hexathingy like I did yesterday in League of Legends," Deadpool commented. _"Cue the battle music," Deadpool shouted._

 _"I don't have enough money to do a batt-"_

 _"JUST F***ING DO IT."_

 _(Marvel vs Capcom 3: Theme of Deadpool)_

"You guys hear music," Gray questioned.

"Hey Blue," Deadpool shouted as he kicked a distracted Gray in the face, knocking him into a wall.

"Gray," Spidey shouted as he began attacking Deadpool. "Leave them alone!"

"But I'm so lonely," Deadpool replied as he dodged and fought back. "I JUST WANT FRIENDS."

"Out of the way Spider-Man," Natsu shouted as he casted his spell.

 _Roar of the Fire Dragon!_

Taking the attack head on, Deadpool shouted, "AH AHA HOT HOT HOT HOT!"

"Yeah, that got him," Natsu boasted from the result of his attack.

"JUST KIDDING," Deadpool shouted back as he fired his pistol. _"Healing factor remember? The only hot thing that can hurt me is when people spit dope bars," Deadpool commented._

The bullet clipped Natsu's shoulder, knocking him onto the ground. "Natsu," Lucy shouted as she and the others took cover when Deadpool brought out his Mini-gun and began spraying.

"Prepare to be terminated," Deadpool said as he imitated the Terminator. "Hasta la vista," he continued as he swapped to his rocket launchers. "NOW GO BYE BYE!"

"Everyone behind me," Spidey shouted as he spun up a Web Shield. The rockets hit, sending everyone into the next room. _"My house...," Spidey said as he flew the air._

After the smoke cleared, Deadpool noticed no one standing and shouted, "WAHOOO! TELL ME THAT WOULDN'T HAVE EARNED THE NUKE IN MW2!"

 _"But we blew up all the tits," Deadpool's crazy voice commented._

 _"It was a bitter sweet victory," Deadpool's sophisticated voice responded._

 _"Meh, we can always find tits in Mexico," Deadpool said. "Anyway," he continued as he stopped the battle music. "I say we head there and get some hot company and some chimichangas!"_

"Welp, my job here is done," Deadpool commented. "Feel bad for this 'Peter Parker'," he continued as he found the nameplate on a destroyed door. "This is what he gets for getting mixed up in some shady sh**." Looking out into New York City, he questioned, "Now how do I get home?"

"You're not going anywhere," a battle damaged Natsu said as he appeared from the giant hole in the wall.

"WHAT NO FAIR! I UNALIVED YOU," Deadpool shouted.

"Fire doesn't mean crap against me," Natsu replied as he began consuming the flames.

 _"WHAT IN THE ACTUAL F***! THIS GUY EATS FIRE?! I MEAN I'VE SEEN SOME WEIRD STUFF, BUT THIS IS JUST ABSOLUTELY BONKERS," Deadpool shouted._

 _"I mean there is us," Deadpool's sophisticated voice commented._

 _"Not now smart me," Deadpool said as he pointed to the Author._

 _"What?"_

 _"CUE THE F***ING BATTLE MUSIC!"_

 _(Fairy Tail: Salamander Theme Nightcore)_

 _"WHAT THE F*** IS THIS?"_

 _"Well you can't have all the battle music."_

 _"Ah f*** it, it'll do for now."_

"Come at me pinky, mano a mano," Deadpool said as he took out his twin katanas.

"Heh, I'm all fired up," Natsu replied as he prepared his attack.

 _"FIGHT," the announcer shouted._

Deadpool charged and began swinging at Natsu. Dodging the attacks and breaking away, Natsu casted his spell.

 _Wing attack of the Fire Dragon!_

"Missed me," Deadpool shouted as he dodged and threw one of his katanas at Natsu.

"You too," Natsu replied as he dodged and caste another spell.

 _Talon of the Fire Dragon!_

"Going for a sweep attack were you," Deadpool shouted as he leaped over Natsu and retrieved his katana.

"You're more annoying than Spider-Man," Natsu shouted as he casted another spell.

 _Crushing Fang of the Fire Dragon!_

"Now I'm offended," Deadpool replied as he dove below Natsu and uppercutted him. "Shoryuken," Deadpool shouted as his fist connected to Natsu's chin.

 _(End of battle music)_

Seeing Natsu hit the ground, Deadpool shouted, "And the winner is! Me!" "Alright alright, enough f***ing around," he continued as he pulled out his pistol and aimed it at Natsu's head. "Riposa in pace- or whatever the line is from Assassin's Creed," Deadpool said as he began to squeeze the trigger.

"LEAVE HIM ALONE," Happy shouted as he flew in and head butted Deadpool.

"WHAT THE F***," Deadpool shouted as he fell down. "OKAY. FIRST THE FLYING CAT THEN PINKY," Deadpool continued as he pointed his gun to Happy.

"Not so fast," Spidey shouted as he webbed swung in and kicked Deadpool out of the building.

"SON OF B****," Deadpool shouted as he fell.

"Nice save Happy," Spidey commented as he patted him on the head. "Gray, get Natsu back to the others and wait for the jet," he continued as he looked down towards the ground. _Looks like he landed on a car,_ Spidey thought as his eyes focused.

"Come on flame brain," Gray said as he picked up Natsu and headed back to the others.

"Alright, time to buy you guys some time," Spidey said as he prepared to exit the building.

"Peter," Lucy said as she tugged on his costume.

"Whoa 'Princess' don't say my name out loud," Spidey responded in panic.

"Oh sorry, but I just wanted to say to be careful," she replied as she stared at him.

"I'll be fine," Spidey said as he smiled through his mask. Lucy smiled back then he continued, "Now if you excuse me, I've got a whacko to deal with." Sprinting down the building then leaping to a street lamp, Spidey commented, "Wow, you really are now 'Dead pool'."

"Ha ha. Very funny," Deadpool replied as he laid in the car while his body regenerated. "So what now?"

"Now I do this," Spidey said as he webbed Deadpool to the car. "You won't be going anywhere."

"Oh you say that," Deadpool said as he cut through Spidey's web and leaped onto the streets.

"Wai-what? How did you cut through my webs," Spidey responded in shock.

"I've done my research," Deadpool replied. "Now are you gonna stand around all day or are we gonna fight," he continued as he took his fighting stance.

"Bring it on," Spidey responded as he took his.

 _"Cue the battle music," Spidey shouted._

 _(Marvel vs Capcom 3: Theme of Spider-Man)_

 _"OH YOU F***ING LISTEN TO HIM, BUT NOT ME," Deadpool shouted._

* * *

 **Ohayogozaimasu! Not even Japanese, but I've started something so I'm going to finish it. Anyway, I just saw that this story has reached a bit over 10,000 views and I wanted to say THANK YOU FOR SUPPORTING THIS STORY AND READING, REVIEWING AND WHATEVER YOU DO WHILE READING THIS! It means so much that you all are enjoying the story and the little things I do in it! But I just wanted to say, that this is gonna be the last chapter I update for now, cause I'm traveling soon, again...and I won't be able to focus on writing. Just letting you know ahead of time, but don't worry I'll be back in like a couple of days. So expect a new Chapter next week Tuesday or Wednesday. After I catch up on school work and other adult stuff I have to do. Anyway, thanks again! Leave a review on what you might want to see next and I'll see what I can do with it and as always, I'll see you in the next chapter!**


	16. Arcade Arc: Arcade's Plan

Chapter 16

Spidey and Deadpool attacked, and dodged for several minutes, until Spidey broke away and said, "You know Deadpool, SHIELD is gonna be here any second now."

"Ooooohhhhh," Deadpool hummed while switching to his pistols before firing. "More people to unalive," he continued as he unloaded clips at Spidey.

Dodging, Spidey replied, "So you know all I'm doing is stalling right?"

"Don't worry, I'm enjoying our bonding time," Deadpool said as he reloaded. "You know the internet really wants our ship to sail," he continued as he began firing again.

"Wha-never mind," Spidey replied as he landed and webbed a car door to him to block several bullets. Discarding the door, Spidey webbed the barrels of Deadpool's pistols and asked, "First things first, who sent you?"

 _"OH OH OH. Are we playing '21 Questions'," Deadpool asked. "If so here is one: The readers want to know who you prefer: Lucy or Erza," Deadpool continued._

 _"Wai-what? No I'm not playing your games," Spidey replied._

 _"Come on! You're no fun," Deadpool responded as he crossed his arms. "But seriously though screw the readers, man to man, whose fun bags are bigger."_

 _"Dude really?"_

 _"Come on man. THEY'VE GOT HUGE TITS."_

"Deadpool," Spidey shouted as he launched web balls at him. Seeing Deadpool dodge his attacks, Spidey continued throwing and repeated his question, "Who sent you!"

"Gotta beat me to find out," Deadpool replied as he unsheathed his katanas and charged at Spidey.

 _"What is this? A boss battle," Spidey questioned._

 _"To be more precise. A 'Death Battle'," Deadpool replied. "Okay Spidey, answer my question. WHOSE F***ING FUN BAGS ARE BIGGER?!"_

 _"STOP ASKING."_

Dodging the flurry of slashes, Spidey thought, _The only way to beat him is to do my thingy I did on Tenrou Island and I didn't even know how I did that._

 _"You have to feel the magical energy flow through you," Chibi Mavis commented._

 _"WHOA. THIS LITTLE BLONDE GIRL IS F***ING CUTE," Deadpool shouted as he picked up Chibi Mavis._

 _Flaying her arms, Chibi Mavis shouted, "Put me down strange man! I will not be-mmphmmm."_

 _Deadpool hugged Chibi Mavis so hard her face dug into his chest. "SO KAWAII," Deadpool continued as he bear hugged Chibi Mavis._

 _"Let her go," Spidey said as he snatched her away. "Sorry Mavis, but you were saying."_

 _"Feel the magical energy, channel it through your body, and say the spell. BYE," Chibi Mavis replied super fast as she disappeared._

 _"Awwww...but I wanted to strangle her," Deadpool commented._

 _"Dude. You've got problems."  
_

 _"Ooohhh do I."_

Breaking away from Deadpool, Spidey landed on a street lamp and said, "Alright. Here goes nothing!" Pausing for a moment, Spidey felt an incredible source of energy flow through him. _This...this feels amazing,_ he thought as he clenched his chest.

"Hey Spidey! What ya doing," Deadpool shouted as he noticed Spidey's chest began to glow.

"Clearing the boss battle," Spidey shouted as he charged at Deadpool.

 _Crawler Assault!_

"What the f-" Deadpool uttered as he took Spidey's attack at full force.

Finishing with an uppercut, Spidey sent Deadpool down the street. "Now that's what you call being 'Amazing'," he said as he gave a thumb up.

 _"Whoa. That sounded like something from a video game," Spidey commented._

 _"It's not foreshadowing or anything," the Author replied._

 _"Wai-wha-"_

 _"Sorry back to the story."_

"Ouch...," Deadpool groaned as he snapped his neck back into place. Getting on his feet, he continued, "Okay. Where the f*** did you learn to do that," he continued as he brought out his pistols.

"You kinda pick it up from the group you're trying to kill," Spidey replied as he readied to continue the battle.

"Whoa, don't say the 'k' word man," Deadpool commented.

"Whatever, let's just get this over with," Spidey responded.

"Okay! Pistol shot! pistol shot! pistol shot," Deadpool shouted as he unloaded clips at Spidey.

Dodging, Spidey asked, "What are you doing."

"Oh I thought we were calling out our attacks," Deadpool replied as he unsheathed his katanas. "Prepare for KATANA FURY," he shouted as he charged Spidey.

"Tha-whoa-that's not how it w-yikes-works," Spidey shouted as he dodged. "It goes like this," Spidey continued as he casted his spell.

 _Maximum Spider!_

"SENPAI N-" Deadpool shouted as Spidey unleashed his spell.

Planting his feet on Deadpool's chest and pushing down until they hit the ground, Spidey mocked, "Looosssserrr!"

 _"Okay, that definitely sounded like something from a video game," Spidey commented._

 _"Probably is," Deadpool replied. "I mean our battle music comes fr-"  
_

 _"Shut up and it's not means nothing, I just needed something to write," the Author interrupted._

"You have to teach me that sometime," Deadpool commented as he looked up at Spidey.

Standing on top of Deadpool, Spidey replied, "Never."

"Never say never," Deadpool responded. "Oh god unalive me. I made a Bieber reference."

"I'm bad at jokes and references, but that takes the cake," Spidey replied. "Oh and since I beat you. Answer me. Who sent you?"

"Ugh...fine...," Deadpool groaned. "It was Arcade, the weirder version of Carrot Top wanted those guys you call the 'Fairies' as characters in his game," Deadpool explained.

"You're kidding right," Spidey questioned.

"Fraid not friend," Deadpool replied. "Btw, he is gonna send his game characters after you if I didn't make the cut. So prepare for a ton of weird things."

"They're still not gonna be weirder than you," Spidey replied as he reloaded his web shooters.

"Can't argue there," Deadpool responded. "Oh did you hear? I got a movie."

"What are you going on about," Spidey questioned.

"No for realsy. Here is the trailer," Deadpool said as he pulled out his phone and handed it to Spidey.

Watching the trailer, Spidey thought, _Why do these people look so weird? And why does Deadpool sound like Ryan Reynolds?_

 _"If you're wondering why I sound like Ryan Reynolds, well it's cause that's a Deadpool of another dimension," Deadpool commented._

 _"Wait. Another dimension," Spidey replied. "YOU'VE BEEN TO ANOTHER DIMENSION BESIDES FROM OURS?"_

 _"Well duh, you ain't the only one that can do that," Deadpool replied. "Yeah, picked up this baby on my way back from my bloodier-weirder version of your Spider-Verse. Funny thing though, when I got there it was all over, but I gave the 616 version of me a ride back and we did some things," Deadpool explained. "You know I sound a lot like Ron Stoppable from this show called 'Kim Possible' in some other Earth? Weeiiirrrrddd."_

 _"Sure and I sound like Drake Bell," Spidey commented._

Hearing a SHIELD Jet nearby, Spidey said, "Speaking of sounds. I love what I'm hearing."

"Oh you want to hear the song from the trailer again," Deadpool questioned.

"No I-"

"Too late," Deadpool shouted as he blasted the song called "X Gon' Give It To Ya". Nodding his head to the beat, Deadpool commented, "This is my jam! Well the Ryan Reynolds version of me."

Exiting the SHIELD Jet, Fury said, "Deadpool. We've finally got you."

"Yeah yeah, hooray for everyone. Now can we f***ing go now," Deadpool replied as he was put into restraints.

"You sure that'll hold him," Spidey asked.

"Oh yeah. We're extra prepared now," Fury replied as he stepped back into the SHIELD Jet. "Report back to the Helicarrier after you check up on the Fairies," he continued as the SHIELD Jet took off then flew away.

 _He's not gonna like what he hears,_ Spidey thought as he webbed back up to his destroyed Penthouse. "Everyone okay," he asked as he entered the living room where the Fairies were.

"Bumps and bruises, but we're all good," Lucy answered.

"That guy was nots," Gray commented.

"Yeah...," Spidey sighed. "In my line of work, you're gonna see a lot of weirdos," he continued as he leaned against a table.

"So what now," Master Makarov asked.

"Now? Now you guys get some rest. A SHIELD repair team will be hear soon to fix up the place, so stay in the living room," Spidey answered.

"What about you," Lucy asked.

"Me? I'm gonna order you guys a ton of pizza then head up to the Helicarrier to brief Fury on what Deadpool told me," Spidey replied. "I'll be back okay? Just stay put," he continued as he exited the building and began swinging.

"Natsu you okay," Happy asked as he sat next to his best friend.

"Yeah...just a little shaken up," Natsu replied. "That guy was a whole new level of strength," Natsu continued as he clenched his fist.

"No Natsu, he was just crazy and that caught you off guard," Happy responded. "Don't worry pal, when we get back to Earth land, let's train a lot!"

"Sounds like a plan," Natsu replied as he fist bumped Happy.

"Ah man I should've gone with Peter," Lucy commented. "I need to get this suit re-fitted. It's too tight..."

 **SHIELD HELICARRIER: Situation Room**

"Arcade is going to do what," Fury shouted as he slammed both hands on the table.

 _Told ya..._ "I said, he is going to send 'characters' from his video game to capture the Fairies," Spidey answered.

"Jesus, this is really getting annoying," Fury replied. "Alright, here's the plan kid. First we let whoever Arcade is sending here to make contact with the Fairies then we capture them and find out his base of operations," Fury explained.

"Sounds good to me," Spidey replied. "Oh and how are the other Fairies' suits coming along," Spidey asked before he left the room.

"They'll be ready in a month or so," Fury replied. "After they've all gotten one, they'll need to attend SHIELD Academy for training," he continued.

"Let me guess...I'm going to train them," Spidey responded.

"You guessed correctly," Fury

 _"Do I get a Golden Star," Spidey commented._

 **A week later: College Lecture Hall**

 _It's been a week and nothing has happened yet,_ Peter thought as he copied notes off the board into his laptop.

"Peetteerr," Lucy said.

 _Maybe Deadpool was just messing me and wanted to see what I would do,_ Peter thought as he continued copying notes.

"Peter," Lucy repeated.

 _I bet he is messing me and he just wanted to get the last laugh, knowing I wouldn't let my guard down and be on high alert to the point I can't focus,_ Peter thought as he began typing faster.

"PETER," Lucy shouted as she grabbed his face.

"Ah! Yeah yeah," Peter shouted as he was suddenly facing Lucy. Their lips from kissing distance, Peter thought, _TOO CLOSE TOO CLOSE._

"You're not copying the right notes," Lucy said as she let go and pointed towards the board.

"Huh," Peter questioned as he glanced at the board. "Cccrrraaappp," Peter groaned as he immediately slammed the backspace button and began taking down the right notes. _"Deadpool is getting a kick out of this..."_

 **SHIELD HELICARRIER: Prison Block**

"For some reason, I feel like I have gotten the last laugh," Deadpool commented as he paused from taking a bite from his chimichangas.

 **Back at the College: Court Yard**

Checking the time, Peter said, "Hey it's almost time for lunch. You guys wanna head to Hooters to get lunch and pick up Lisanna?"

"I'm cool with that," Lucy replied.

"Sure, let's go," Levy added.

"I'll just stay back and practice on my songs," Gajeel commented.

 _Like that will do him good,_ Peter thought. "Okay, let's get go-" Peter was interrupted when his phone rang. Looking at the caller's ID it showed Lisanna, then Peter thought, _Speak of the Devil. Oh wait, that's Mira and Erza..._ "Hey L-"

"PETER HELP," Lisanna screamed through the phone.

"Whoa whoa. Calm down Lisanna what's going on," Peter said as he began running to her location. Lisanna's scream was so loud, Lucy, Levy, and Gajeel heard it and followed Peter.

"A blonde haired man in red and white armor showed up and started at attacking Mira and I," Lisanna replied.

"Where is Mira now," Peter asked as he turned into an alley to change. Lucy and the other stopped, but Peter motioned them to keep going.

"She's fighting the man," Lisanna answered. "Hurry Peter, we need help."

 _Ah crap...Mira used her magic. And it's 2016 so people with Smart Phones are gonna video tape the fight and post it on the Internet and then that's gonna be a whole new thing._ "Don't worry. Lucy, Levy and Gajeel are on their way and I'm not fair behind," Peter said as he slipped on his mask and began swinging. "Just stay put okay Lisanna," Spidey continued.

"Okay, please hurry."

* * *

 **Buona sera amici! Not Italian, but like I said I started a trend so I'm gonna go with it. Anyway, it's been a while guys! Sorry for updating a bit later than I said, but I got sick and stuff. I'm all good now and ready to go! I hope you liked Deadpool's chapters, don't worry he'll be back and you know it'll be a blast! So I've got some important announcements to make dealing with "What kind of Earth this is", "Upcoming Story Arcs", "Character References".**

 **Announcements**

 **What kind of Earth: The Earth I've created is called Earth 671. Here I am going to pull in a lot of materials from Earth 616, Ultimate Earth and Disney's XD Marvel's Ultimate Spider-Man. You'll know what I mean when on the "Upcoming Story Arcs" part, but basically this is gonna be a mash up of 3 mentioned. I also do a ton of research before writing so I have stuff to back up my story instead of saying "it's a fan fic, I can do whatever I want". I mean that isn't bad, but I don't like doing that.**

 **Upcoming Story Arcs: Right now we're about to enter the Arcade Arc. I don't know what arc to put out immediately after it, but I can tell you right now what Arcs are definitely going to be out. "X-Men Arc", "Civil War Arc", "Renegade Arc", "Mind Swap Arc", "Spiders Arc", "Hell's Kitchen Arc", "Magical Warfare Arc", and the ending Arc is called "Bonds Beyond Arc". So yeah, that's all the confirmed Arcs that will definitely come out and of course I'm gonna add more, but they'll be like mini arcs compared to these ones that will probably take like 5-10 chapters.**

 **Character References: So if any of you are having a hard time picturing the characters I'll just say this right now. Spidey and the characters from his world are based of Disney's XD Marvel's Ultimate Spider-Man, but I will notify you in the beginning of every chapter for Character References for the characters who are not in that show. Example: X-Men (X-Men Evolution), so by saying that you can have a easier time picturing them. BUT if I can't find a show to describe characters then I'll go with the comics.**

 **Anyway, if you have any questions, just PM and I'll respond ASAP, but that's all for now and I hope you all are excited as much as I am for the new Arcs coming! It's gonna take a while, but we'll get to that ending Arc and I'll do my best to update as soon as I can. Thank you everyone for reading and supporting this story! It means so much to me and as always, I'll cya in the next chapter!**


	17. Arcade Arc: Hero to Zero

**A/N: So I'm giving the Fairies "Hero" Names and I'm gonna write them like I do with Spidey. If they're not in Hero Mode then they'll be called by their names, but when they are they'll be called by their Hero Name. (You know cause the secret identify stuff) Anyway, just letting you all know now so you won't get confused. Thanks again and enjoy the story!**

 **References**

 **If you guys forgot the visual reference I made for the Fairy's Power Suits this is it: TRON Evolution (the Video Game)**

* * *

Chapter 17

As Spidey, Lucy, Levy, and Gajeel approached they could hear the sounds of battle. _This is really bad,_ Spidey thought as he swung ahead of the group. _I didn't think they'd attack them in broad daylight and when they're in public,_ he continued as he arrived on the scene. "Everyone get out of here," Spidey shouted towards the civilians filming the fight. Witnessing one of Mira's attack, who is in Satan Soul Form, take out 10 parked cars, Spidey turned to the crowd and said, "See? Get out of here!" The crowd finally listened and fled the scene after more cars and walls were destroyed. "Levy and Gajeel, make sure no one else is in the area, Lucy you're with me," Spidey ordered.

"Spider-Man," Lisanna shouted as she approached the group.

"Lisanna, glad you're safe, help Levy and Gajeel with their task," Spidey replied.

"Okay," she responded as she and the other two left.

"You ready 'Princess'," Spidey questioned.

"I said to stop calling me that," Lucy snapped as she slapped on her SHIELD watch. "And of course I'm ready," she continued as she activated the watch. A flash of light occurred and Lucy was standing there in her black suit with pink lights running around it. "Celesita, reporting for duty," she said as she gave a perky salute.

"Did you just come up with your Hero name," Spidey asked.

"Yeah? You like it," Lucy replied hoping he would.

"Fits for now," Spidey responded. "Now Celestia, let's get our hero on," Spidey continued as he swung towards Mira.

"Right behind you," Celestia replied as she followed Spidey.

"Spider-Man and," Mira paused due to not knowing who the other girl was.

"It's me Mira," Celestia replied. Mira mouthed the name "Lucy" and she nodded. "My name is Celestia," she continued as she took out her magical whip. "I'm here to give evil a good whipping or two," she exclaimed as she made a pose.

"You might not want to say that anymore," Spidey commented. "Gonna give people the wrong idea," he said as he took his fighting stance.

"More of you," the blonde haired man said as he examined the area. "My master will be pleased with your capture," he continued as he took out his weapon.

"So you're one of Arcade's characters," Spidey said as he prepared to strike. "Mind if I have a name, I don't like going on blind dates," he continued as he casted his spell.

 _Ultimate Web Ball!_

Forming a giant web ball, Spidey launched it towards the attacker. "My name is Zero," he stated as he activated his weapon.

 _"IS THAT A LIGHT SABER," Spidey shouted. "NO FAIR. WHY DO THE BAD GUYS GET THE COOL WEAPONS!"_

"And my mission is to capture all of the Fairies and eliminate anyone who gets in my way," he shouted as he sliced Spidey's Web Ball in half. "That includes costume freaks like you, Spider-Man," he continued as he prepared to charge.

 _"Cue the battle music," Spidey questioned_

 _(Mega Man X- Zero Themes X1-X4 [Metal Version])_

"At least you know my name," Spidey said as he began dodging Zero's attacks.

"I got you Spider-Man," Celestia shouted as she wrapped her whip around one of Zero's arm. "Gotcha!"

"You think a piece of leather can hold me," Zero said as he pulled.

"Oh, I guess I forgot to activate it," Celestia said as she activated her whip. "You feeling magical," Celestia shouted as she pulled.

 _"She's been hanging around me way too much than any person should," Spidey commented._ "Thanks for the save," Spidey said as he uppercutted Zero. "Ouch," Spidey commented as he shook his hand. Looking at Zero, he noticed his head didn't move and he was now smirking. _"This is gonna hurt," Spidey commented._ Zero headbutted Spidey which sent him back a few feet.

"Spider-Ma-" Celestia shouted before being pulled into Zero. He wrapped one arm around her, and she shouted, "Let go of-"

"Quiet you," Zero interrupted as he headbutted her too, knocking her out and causing her suit to power down. Activating a capture device, Zero shrunk Lucy and placed her in it. "One down, one to go," Zero continued as he readied to fight.

"Lucy no," Mira shouted as she charged. "Give her bac-ackk," she shouted before grabbed her neck.

"Such a pretty face, too bad I'm gonna have to ruin it in order to capture you," Zero commented as he choke slammed Mira. "That should do i-huh," Zero said as he noticed Mira grabbed his forearm.

"Y-you mes-ssed with th-the wrong girl," Mira said as she changed form, breaking from Zero's grip and sending him back a few feet. Now in her Satan Soul: Sitri, Mira flew over to Spidey and helped him up. "You okay Spider-Man," Mira questioned as she lifted him up.

"Couldn't be better," Spidey groaned as he held his head. "Ol' Metal Head over there packs a punch," he continued as he rubbed his head.

"Did somebody say metal," Gajeel questioned as he appeared with Levy and Lisanna.

"Gajeel? I told you to make sure no one was around," Spidey responded in shock.

"No one was and I got bored," Gajeel replied.

"Sorry Spider-Man we tried to stop him," Levy apologized as she and Lisanna bowed.

"It's okay," Spidey replied. " _Guess it's a good thing they're here. Metal Head is a tough one and I'm guessing he's got more than meets the eye, get it cause he's a robot? No? Okay," Spidey commented. "But the risk is that if we fail, he'll capture Mira, Lisanna, Levy and Gajeel," he continued as he tried to come up with a plan._

 _"They can handle him," Chibi Mavis said as she appeared._

 _"You sure," Spidey questioned. "Cause it's not gonna be like, 'They'll win with the power of Friendship!' stuff," Spidey commented._

 _"They'll win, and we'll get Lucy back," Chibi Mavis reassured._

 _"If you say so Mavis," Spidey replied._

"Okay guys, here is the situation," Spidey said as he prepared to fight. "Mira if you could."

"He's got Lucy in that capsule," Mira said as she pointed towards Zero.

"And we plan to get her back," Spidey continued. "You guys ready?"

"I've been itching for a fight," Gajeel said as he took his fighting stance.

"I'll do anything to save Lucy," Levy added.

Transforming into her Cat Form, Lisanna replied, "Ready to go."

"Let's get Lucy back," Mira added as she prepared to charge.

"Attack," Spidey shouted as he, Lisanna, and Mira charged.

 _Solid Scrip: Bullets!_

 _Roar of the Iron Dragon!_

Zero deflected the attacks and said, "That all you got?"

"How about girl power," Spidey replied as Mira and Lisanna began their attack.

"Claws and flames won't do a thing to me," Zero shouted as he deflected, blocked and dodged the sisters assault.

"Oh, but don't forget about the itsy bitsy Spider," Spidey shouted as he casted his spell.

 _Crawler Assault!_

Zero was sent flying back a few feet, but managed to recover. As his feet were dragging, he commented, "Didn't feel a thing."

"You're up Gajeel," Spidey shouted.

 _Iron Scales!_

"Oh I'm gonna enjoy taking a bite out of you," Gajeel shouted as he charged. Forming his Iron Dragon Sword, he continued, "Prepare to be shredded!"

"Armor huh," Zero said as he brought out another sword. "My Z Ichimonji should slice right through," he continued as he prepared to strike.

"Don't get it huh," Gajeel shouted as he swung. "I EAT METAL," he continued as he began his assault.

"Sorry, but you're gonna go hungry," Zero shouted as he dodged and performed his attack.

 _Knife Through Butter!_

"Like that would do a th-" Gajeel shouted as Zero's attack sliced his side, managing to crack his Iron Scales and sent him flying back.

"Gajeel," Levy shouted as he tumbled towards them.

"As for you four," Zero said as he brought out another sword.

 _"How many swords does this guy have?"_

"My Red Lotus Saber should end this fight," Zero continued as he took his fighting stance.

"One last attack, let's go team," Spidey ordered as they charged.

 _Bone Slicer!_

Zero's sword formed a giant flame blade then unleashed triple slash attack. "Spidey Sense going crazy," Spidey uttered. "Everyone dod-" Spidey shouted before taking the full force of Zero's attack. Fading in and out of consciousness, Spidey saw Zero capture Gajeel, Levy, Mira and Lisanna before he approached him.

 _(End Battle Music)_

"Now time for you to die," Zero said as he prepared to stab Spidey.

"Hiyaaah," Iron Fist shouted as he came in with a flying kick. Zero dodged and leaped away to gain distance. "Your fight is not over yet," Iron Fist said as he took his fighting stance.

"Coming in hot," Nova shouted as he lit up the area Zero stood in. "Did I get him," he questioned. "Crap I didn't," he commented as the dust cleared and Zero was still standing.

A SHIELD Jet landed with White Tiger, Agent Venom, and Squirrel Girl jumping out from it. "Prepare to attack," White Tiger ordered.

"More Heroes," Zero commented. "I'm all out of power to fight," he continued as he activated a device, that opened a portal. "Some other time," he said as he entered.

"Not...so...fast," Spidey uttered as he managed to fire a Spidey Tracker onto Zero before he disappeared.

"Get Spidey on board, we're heading back," White Tiger ordered.

 **SHIELD HELICARRIER: Medical Bay**

"Ugh," Spidey groaned as he sat up.

"Easy Spider," Power Man commented as he helped Spidey.

"Who was that guy," Nova asked. "He kicked the crap out of you and the Fairies."

"One...of Arcade's characters," Spidey replied. "Didn't think Arcade could manage to get such a power house."

"Good news," Iron Spider said as he entered. "I traced your tracker to Arcade's location," he continued as he popped up a Holographic Map.

"Guam," White Tiger questioned.

"Yeah, it's perfect for a secret hideout," Iron Spider replied. "Small island in the Pacific, average population, and a tourist paradise," he continued.

"Basically we would've never guessed it to be there," Iron Fist commented.

"Basically," Iron Spider replied.

"Then that settles it," Spidey said as he got to his feet.

"You're not leaving without us," Natsu said as he entered.

"Oh no, you're not coming," White Tiger replied. "If things go bad, we're basically handing Arcade the victory."

"Don't worry about us," Gray responded.

White Tiger looked towards Spidey and said, "It's your call."

 _"Being a leader is tough...My last decision cost Lucy and the others being captured...now I face the same decision," Spidey said as he held his head._

"We don't know how many more of these characters Arcade has at his disposal," Spidey answered. "So I suggest we bring them along in case they're too much for us to handle," he continued.

"Alright then," White Tiger replied. "But you guys might to head to the SHIELD Armory to get your suits refitted and maybe upgraded," she continued as she led Team Natsu.

 _"Guam is our next stop," Spidey commented. "Hafa Adai and sorry for the trouble we're about to cause," he apologized_

* * *

 **Hallo leute! I'm part German, so this is okay. Anyway, I hope you guys enjoyed this chapter! Sorry it took a bit to write, I had to do research on Zero and some other characters that are going to appear. Also if you don't know where I'm going with this, then I'll tell you! Basically it's Marvel vs Capcom style! Yeah you heard or read me, I'm currently doing research on some Capcom characters who I deem appropriate to make an appearance in this mini-arc!**

 **We've got Spidey, Natsu, Gray, Erza, Wendy, White Tiger, Iron Fist, Power Man, Iron Spider, and Nova vs soon to be announced Capcom Characters! So I hope you're excited cause the battle is about to begin next chapter! Thanks again for reading and as always, I'll cya in the next chapter!**

 **Visual Reference for Zero: Mega Man X**


	18. Arcade Arc: Guam's Heroes

**Hey guys! This is a side story, introducing the two new characters (who are based off my friends) that are gonna be helping Spidey and the group fight Arcade. So here is a little info about Guam's two Heroes.**

 **Lann Lockner aka the Mysterious Shadow Spider**

 **Age: 18**

 **Hair Color/ Style: Black/ Crew Cut**

 **Eye Color: Light Brown**

 **Height: Average**

 **Body Build: Slim/Ripped**

 **Abilities: Similar to Spider-Man**

 **Gadgets: Active Camouflage on Suit/ Web Shooters/ Utility Belt for different Webs and throwing knives/ Able to activate Night Vision on lenses**

 **Backstory: Basically he is one of Spidey's biggest fans and broke into one of the labs and got a spider to bite him. Hardcore huh?**

 **Costume Reference: Unlimited Spider (TV Show), but his colors are Black, blue, and white.**

 **Alejandro Caesar aka the Reaper**

 **Age: 20**

 **Hair Color/ Style: White/Fauxhawk**

 **Eye Color: Navy Blue**

 **Height: 1 inch above Average**

 **Body Build: Athletic**

 **Abilities: Enhanced Sight/ Enhanced Tracking/ Wall Running and Climbing Training/ Martial Arts Training/ Swordsmanship Training/ Weapons Training/ Stealth Training**

 **Gadgets: Twin Pistols along with an armory of weapons back at the base/ Utility Belt/ Combat Knives/ Broad Sword**

 **Backstory: Losing his parents at a young age, Alejandro spent most of his days living at the orphanage and going to school. Times were tough for him, due to getting bullied and having no one to protect him. Until one day, an officer stationed on the island witness him being bullied and stopped it. A few days later, the officer adopted Alejandro and asked if he wanted to get stronger so he can protect himself and those he cared about if he found anyone. Saying yes to his question, Alejandro was sent to Military School where he learned the basics of what it meant to be a soldier. Graduating at the age of 17, Alejandro went with his buddies to New York City. Unfortunately it was then the Avengers had their first battle. Witnessing the destruction, loss of life, and pure chaos caused from the battle, Alejandro was traumatized. Backing up and heading back to Guam, Alejandro lived a peaceful life working at the local K-Mart. In only a year, he gained new friends, fell in love and began truly enjoying life. He felt like his past was just a nightmare. The nightmare returned when Alejandro and his friends were caught in a local gang shoot out. After the dust killed, Alejandro lost half of his friends including the love of his life. The gang members were caught, but never sent to jail. Wanting justice for his friends, Alejandro decided to snoop around and found out that the local police were accepting bribes from a criminal Syndicate known as the Royal Family. Angered by this, Alejandro wanted to take matters into his own hands, but knew he'd only get killed. Reaching out to his adoptive father, he begged him to allow access to the latest training in Special Forces. Seeing the conviction his adoptive son had, he agreed, but only allowing him the minimum amount of training. The minimum was all Alejandro needed to transform himself into the Reaper. Now he fights along the Shadow Spider to deliver true justice and rid the island of Guam from the Royal Family.**

 **Costume Reference: Red Hood (Batman Series). Instead of wearing a leather jacket, he wears a Black and Red Modern Assassin's Creed Hoodie. His mask is Black. He also wears black combat pants and boots.**

* * *

Chapter 17.5

 **Guam: Underground Base for the Shadow Spider and the Reaper**

"Is it me or are the Royal Family's grunts getting better equipment," Shadow Spider questioned as he sat down on a chair.

"Seems like it," Reaper replied. "Lately they've been very consistent with their activities," he continued as he brought up a holographic board.

Analyzing the recent equipment they brought back from their recent fight, Shadow Spider said, "Yeup. This is definitely military grade weaponry."

"Funny," Reaper replied as he searched the board. "There are no crimes related to any military weapons being stolen. Which means."

"An outside source."

"Bingo."

"Who'd want to sponsor these cl-" Shadow Spider paused as his phone rang. "Hey Sasha! What am I doing," he replied as he looked to Reaper who gave him a shrug. "I'm just hanging out with Alejandro, you know the guy I met at college. No, we're not doing anything weird I swear. A date? When? NOW?! Okay, I'll be there, just give me a few minutes! Okay, bye sweetie! I love you," Lann said as he panicked and began removing his costume.

"I know you're Spider-Man's number one fan, but that doesn't mean you should mimic his life," Reaper commented as he scrolled through past crime reports.

"And how do you know Spider-Man's life is like this, huh," Lann said as he ran into the changing room. "No one knows who he is and stuff, so like you shouldn't say anything. At least my hero is real and not based off some video game," he continued as he selected his clothing.

"Whatever. I just find it kinda creepy," Reaper replied.

"Says the guy dressed in black and red with a black mask. OH and who also shoots pistols and brutally beats people," Lann responded as he ran for the door.

"Oh I'm sorry, who does this belong too again," Reaper shouted as Lann left. "God damn rookie," he continued as he sat down on the chair Lann was just sitting in. "Gotta find that outside source," he said as he started researching.

 **Micronesian Mall: 2nd Floor**

Bursting through the doors, Lann examined the area and spotted Sasha, who by the way looked a bit pissed. "Hey, I'm sorry I'm late," he apologized as he approached her.

"It's okay...I'm just mad you forgot about our date," the petite black wavy haired girl replied. "So what took you so long?"

"Ah you know. Guy stuff," Lann replied while he rubbed the back of his head.

"Guy stuff," Sasha questioned. "YOU MEAN PORN?!"

"WHAT NO. I mean that can qualify as Guy Stuff, but I'm talking about playing some Call of Duty," Lann explained. Sasha gave him a look and he replied, "I SWEAR."

Smirking at his panicked state, Sasha replied, "I know. I just like it when you panic."

"You're evil you know," Lann commented. "So movies? Right?"

"Yeup," Sasha replied. "Aaannnddd you're buying everything for being late," she continued as she joyfully skipped towards the entrance of the theaters.

"That's fair," Lann replied as he slowly followed her. _Just my luck...I bet Spider-Man doesn't have to go through this..._

 **Several days later: Tumon (Night Time)**

On top of the Pacific Island Club, Shadow Spider surveyed the area for any suspicious activities. "Looks like the Royal Family aren't coming out to play," he said over his ear piece.

"Don't worry...the night is young and the things that go bump in the night don't usually start by now," Reaper replied. Back at the base, he was swapping between cameras they set up all over the island.

"You know they could strike any where, why do you think they'll hit PIC," Shadow Spider questioned.

"It's the most popular hotel on Guam and I've got a hunch that that'll be their next target," Reaper answered. "Not only that, but we've got some senators who are running for Governor staying there for the weekend."

"Aaahhhh. So you think they plan to take them hostage," Shadow Spider replied as he made is way to the other corner of the building.

"Most likely. If they manage to do that, Guam will be plunged into chaos due to our lack of police enforcement and military activities," Reaper explained.

"That would be very bad for us wouldn't it," Shadow Spider replied.

"Yeah it wo-hold up," Reaper responded.

"Got something?"

"Yeah. Garage area. Black Enforcer just parked. Guys are getting out," Reaper answered as he headed to the vehicle depot of the base. "Get the party started, I'll be there in a few," he continued as he got on his customized ninja bike.

"Save you a dance," Shadow Spider replied as he made his way to the bottom. Approaching the lobby, he could already hear the Royal Family Grunts ordering people around. _These guys are unusually fast. Better be careful,_ he thought as he activated his active camo. Entering the lobby, Shadow Spider made his way up to the ceiling and examined the area for any of the major players in the Royal Family.

"Now now ladies and gentlemen," a man said as he slowly walked around the civilians. "We're not here to hurt you, but we are here for certain senators who are running for Governor. Oh and all of your money," he continued as he motion his grunts to begin.

"Hey R, King is here," Shadow Spider said as he watched the man wearing a blue and white mask while dressed in a blue and black tuxedo. "You're were spot on with about everything," he continued as he lowered himself.

"Damn, alright here's the plan y-"

"Rescue the senators while you take care of the hotel's uninvited guests," Shadow Spider interrupted.

"You know I hate it when you do that."

"And I hate it when have to explain the obvious. And this is why we don't have nice things," Shadow Spider replied as he made his way to the elevators filled with grunts. After entering and waiting for the doors to close, Shadow Spider plopped down. "So what floor are we going to guys," he asked.

"Oh the 20th fl-HEY YOU'RE NOT ONE OF US," a grunt shouted.

"NO WAY I SAW YOU AT THE MEETING," Shadow Spider replied as he activated his electric webs. "Sorry, I forgot your name and I didn't want to feel embarrassed," Shadow Spider commented as he exited the elevator. Hacking into the Hotel's Guest list, he headed towards the rooms the senators were rooming in.

"Sir we've lost contact with the group heading for the 20th floor," a grunt relayed to King.

"The bug and the creep are here then," King responded with disdain. "Tighten up security, the Queen would be pissed if this operation fails," he continued as he motioned his grunts to move. "Hey boss," King said over his ear piece.

"Yes King," a female voice replied.

"Where is that crazy dude's 'character' coming to help us," King asked.

"He'll be there soon. Just waiting for the creep to show up," the voice answered. "Be prepared King. Tonight is the end of Guam's Heroes."

"A feast should be held."

"Oh it will be. A glorious one at that."

"Can't wait," King replied as he turned to the lobby entrance. Seeing lights fast approaching, he shouted, "VICTORY SHALL BE OURS." He motioned the grunts to begin firing. Several seconds into firing the bike came crashing through, but the rider didn't follow behind it. "Keep your guard up. He can appear in any direction," King ordered as him and his grunts scanned the area.

Suddenly the floor exploded, then Reaper leaped from the hole and shouted, "Apparently you all don't know your directions." Unsheathing his pistols, Reaper began opening firing.

"Kill him you fools," King shouted.

Dodging bullets, Reaper holstered his right pistol and unsheathed his sword. "Chop chop," he commented as he sliced through Royal Family grunts. "How you doing Shadow," he asked over his ear piece.

"Oh you know, same same," Shadow Spider replied as he took cover behind a wall. "Going to school, fighting bad guys, getting the girl, all that stuff a normal teenager should be doing," he continued as he threw several knives at the grunts down the hallway. "You?"

"Getting in some practice," Reaper replied as he popped a head shot and stabbed a grunt. "Can't that rusty, I ain't that old," he continued as he finished off the remaining enemies. "I'm about done here."

"Same, last senator secured," Shadow Spider responded as he led them to the roof. "Police extraction is on the way."

"Mission accomplished."

"I wouldn't speak so soon," King said while peeking from a counter. "The real fun is about to start."

"What does he mean by that," Shadow Spider asked.

"I don't know, but," Reaper replied as he grabbed King by the collar. "I would really like to know," he continued as he shoved his pistol against King's forehead.

Manically laughing, King replied, "It's a surprise."

Pressing the pistol harder, Reaper responded, "I hate surprises."

"It's true he does," Shadow Spider commented as he waited on the roof. Peeking over the edge, he spotted another black enforcer stop in front of the hotel. "Oh oh, hey R, you've got incoming," Shadow Spider relayed.

"What? How many," Reaper asked.

Zooming in with his lenses, he replied with confusion, "Just one."

"One," Reaper questioned when suddenly a figure leaped from the entrance then slammed the floor, creating a shock wave. Loosing his footing, Reaper fell down and commented, "Son of a-"

"T Rated story," Shadow Spider interrupted.

"Whatever," Reaper replied as he got to his feet. Staring at the figure wearing a purple karate gi with the sleeves torn off, medium length hair, a long black headband, a black martial arts belt and bare feet, Reaper commented, "You the evil version of the Karate Kid? or Man?"

"What's going on R," Shadow Spider asked.

"This dude in some karate gear just sh-" Reaper was sent flying into the wall.

"R?!"

 _Huh? Why am I on the floor,_ Reaper thought as he slowly got to his feet. _Blood?,_ Reaper thought as he felt something run down his nose. Coughing up blood, Reaper fell to his knees and thought, _He...he hit me so hard and fast that I didn't even realize it..._ Looking at the figure, he asked, "Who the hell are you?"

"My name is Ryu," the figure replied with a sadistic smile. "And I'm going to kill you."

Spitting out blood and wiping his mouth while getting to his feet, Reaper replied, "Can't kill something that's already dead." Unsheathing his sword, Reaper charged.

Giving a smirk, Ryu charged. Aiming for Reaper's sword, Ryu grabbed the blade and shattered it. Following up with a punch which sent Reaper into another wall.

"R? Hey R? Come on, man this isn't funny," Shadow Spider exclaimed.

"Look a helicopter," one of the senators announced.

"Good you're ride is h-wait...that's not a police helicopter," Shadow Spider shouted. "Everyone jump, I'll make a web canopy at the bottom, you are now being extracted through ground vehicles," Shadow Spider ordered. The senators nodded and jumped off the building while Shadow Spider shot webs past them, creating the web canopy. Relaying his actions to the police officers he and Reaper trusted, Shadow Spider turned to the helicopter and watched one figure exit from it. "Whoa. You don't look like any one from the Royal Family," he commented at the man wearing a long, red scarf wrapped around his mouth and extending to his back, almost looking like a cape with a purple sleeveless suit, with the shirt and pants separated by a large red sash and a loose-fitting metallic belt with several pouches, his ankles and wrists are wrapped in white cloth and he wears purple tabi shoes. "What they hiring ninjas now?"

"You are the Shadow Spider correct" the man asked.

"Do you see anyone else wearing a tight spandex suit with a spider on it," Shadow Spider replied.

"Then this is the end for you," the man said as he activated his weapon.

"A plasma based weapon," Shadow Spider commented. "Yep, the Royal Family is definitely hiring ninjas." His spider sense kicked in as the man charged, causing Shadow Spider to dodge. "Whoa whoa, no stabbing on the first date," he said as he continued to dodge. "You're so forward, mind if I have a name to add to the list of people I don't want to go on second dates with," he said as he shot webs back.

"I'll give you the honor of knowing the man who ended your life," the man replied as he continued slashing. Landing a kick on Shadow Spider and placing his foot on his chest, he continued, "My name is Strider and this is the end of your life."

"Sorry, I plan to live a bit longer," Shadow Spider replied as he webbed Strider to an antenna and activated his camo. _Holy crap, I ain't use to fighting actually villains,_ Shadow Spider thought as he leaped off the building. _If this guy is here, then Reaper must be someone similar,_ he thought as he landed in a palm tree and made his way to the lobby. "Reaper, I'm he-NOOOOO," Shadow Spider shouted as he saw Ryu about to punch a hole into Reaper's chest. Throwing multiple knives at Ryu, Shadow Spider activated multiple smoke bombs he carried. Webbing Reaper to him, Shadow Spider fled the scene. "Stay with me man," Shadow Spider shouted as he swung through Tumon. "Almost there!"

Laughing manically, King shouted, "THAT WAS GRAND!" Walking up to Ryu, he continued, "YOU DID SPLENDID. I've never seen those two run before. Ahhh such a beautiful sight."

Ryu smirked, and began to punch, but a electric shock activated and he restrained himself. "Ah ah ah," a man's voice spoke out. "We still need them to conquer this tiny island." Ryu began resisting, but the shock intensified and he stopped. "You will obey me, I brought you to this world and I can erase you from it," the voice continued. "Now come back home with Strider. We've got much to do."

 **Coco's Island: Arcade's Secret Base aka Murder World**

Spinning his chair around to face the captured Fairies, Arcade commented, "Almost done with this side mission. Soon the real game will begin."

* * *

 **Hola chicos! Sorry for the long update and totally sorry for this side story, but I wanted to try something! I hope you guys like my friend's characters! Anyway, if you haven't heard of Guam, go search it up! It's really pretty and stuff also all the places I mention on the island are real so you can search it up and picture the scenes clearly.**

 **OH YEAH. MEET TWO CHARACTERS I'M EXCITED TO BRING INTO THIS FIGHT! And what's with Arcade's line, "I brought you into this world"? Totally not foreshadowing anything...Anyway, I hope you're excited cause Chapter 18 is coming out later tonight and it's gonna be a bit action packed, a bit talkative, but still might be awesome!**

 **Going back to my friend's OCs. No those aren't they're real names, but the first letters from their first name and last name are. If you think about it, Lann Lockner is similar to Peter Parker with the name and Alejandro Caesar is AC which is Assassin's Creed so you see why they created their characters like this. In the beginning they gave me Gary-stus, but I immediately revised and made them this! Hopefully they don't read this. NO ONE TELL THEM.**

 **Anyway, thanks again for reading and as always I'll cya in the next chapter!**

 **P.S. What do you think of having more side stories with these two characters? It would be a good break from the main plot. Or maybe I'll have them join. I don't know yet. Let me know in the reviews and we'll see what happens!**


	19. Arcade Arc: New Friends and New Enemies

**Visual References:**

 **Type of Suit: Snake Eyes (G.I. Joe Retaliation)**

 **Applies to all: No Helmet. Visor adjusted to fit perfectly.**

 **Natsu's Costume: Red/White Color Scheme. Gloves removed. Right arm not covered revealing his guild mark.**

 **Gray's Costume: Blue/Gold Color Scheme. Shoulder armor and gloves removed, forearms still covered. Guild Mark located on suit.**

 **Erza's Costume: Crimson/Silver Color Scheme. Left shoulder armor removed, revealing her guild mark, but forearm is still covered.**

 **Wendy's Costume: Green/White Color Scheme. Armor on both arms are removed, including gloves. Guild mark located on her right arm.**

* * *

Chapter 19

 **Pacific Ocean: Aboard a SHIELD Jet**

"Are we there yet," Gray asked as he leaned back into a chair.

"You've asked me for the 10th time," Iron Spider replied.

"Well if you look over there," Gray pointed to Natsu who was suffering from his motion sickness. "You could see why I'm asking."

"We'll be there in 10 minutes," Iron Spider replied as he increased the speed, causing everyone to jerk for a second.

"Hey Natsu, don't you use Happy to fly around," Spidey questioned. "Isn't this kinda the same thing?"

"Don't...co-compare Happy t-to this...," Natsu groaned as he laid flat on the floor.

"Worst weakness ever," Nova commented.

"I wonder how he gets around," Power Man questioned.

"Anyway, what's the plan when we land," White Tiger asked.

"First we search up the local database about any strange occurrences and if there are any heroes on the island who can help us," Spidey answered. "Hopefully they've started on a plan to fight Arcade or at least are thinking about it."

"30 seconds," Iron Spider announced as they all saw Guam come into view. Finding a place to land among the trees, Iron Spider opened the drop door and said, "Thanks for flying Air Spider, we hope you choose us again the next time you decide to travel."

 _"I swear I made that joke," Spidey commented._

"Cho what you got," Spidey asked as he and the others exited the jet.

"For starters, we got two local heroes on the island," Iron Spider answered. "Looks like they went up the local criminal syndicate in the area, but lost when two strange figures appeared," he continued as he skimmed through the reports.

"Sounds like we just arrived on time," Spidey replied.

"Alright, let's go kick some ass," Natsu shouted as he came back to life and jumped out of the jet.

"Not so fast," White Tiger said. "We've got to find those heroes."

"Already did," Iron Spider replied.

"You work fast Cho," Nova commented.

"Cause I'm a genius," he replied as he popped up a holographic map. "There," he continued as he pointed.

"It's located in a abandoned flee market that is now used as an airsoft field," Power Man questioned.

"Yeah, but I'm pretty sure no one is going to play today with the recent increase in crime activity," Spidey commented. "For now I guess we'll head there in our civilian clothes and poke around."

"Hopefully we'll find of the heroes in their civilian clothes too," Nova added as they all changed.

 **Underground Base of the Heroes Shadow Spider and the Reaper**

"You doing alright Ale," Lann asked as he was typing on the computer.

"Yeah. I'll be fine," Alejandro replied as he leaned back on his chair. "What were those guys?"

"Real Super Villains," Lann replied as he spun around. "I've been searching every database known to man, but still can't find one thing about them," he continued as he scratched his head in irritation.

"Calm down," Alejandro said. "Hopefully Lady Luck is on our side and we'll find a way to beat them and stop the Royal Family from their crime spree." Glancing at Lann, Alejandro added, "Speaking of which, why aren't you out there?"

"What do you mean? We're a two man team," Lann replied. "I can't go out there alone."

"We're not the 'Army of TWO'," Alejandro responded. "You've got to at least stop the local thefts."

"And what if those 'things' show up again," Lann questioned. "I may be Spidey's biggest fan, but I sure ain't hell like him," he continued as he turned back to the computer and began typing.

"Well I'm pretty sure Spidey will want you to keep fighting even against the odds," Alejandro commented. "Come on Lann. Yo-"

An alarm went off causing Lann to switch to the cameras. "What's a group of young adults doing here at this time of day? And why do some of them look like they belong in an anime," Lann questioned as he examined the group.

"Tell them to leave."

"Got it," Lann replied as he headed up. Opening the secret door then the door leading to the outside, Lann announced, "We're closed."

"Oh sorry, we're just looking around," Peter replied as he and the others approached Lann.

"It's kinda weird to be looking around an abandoned flee market," Lann responded as he stepped out. "You tourists or something?"

"Yeah. Yeah, we're tourists, and we're into airsoft," Peter answered.

"Really," Lann questioned. "Alright. What item you must have in order to play?"

"Uhhhhh...A gun," Peter answered.

"Wrong," Lann replied as he activated his suit. Taking his fighting stance, he continued, "Now who the hell are you and why are you here?"

 _"Whoa. He looks like the Spider-Man I met who lives in a world where beasts rule over humans," Peter commented. "Well he's black and blue so it isn't copycatting."_

"Whoa whoa whoa," Peter exclaimed. "We're not looking for trouble."

"Well you're gonna get some iff you don't answer the damn question," Shadow Spider replied as he prepared his throwing knives.

"Who knew there was another Spider-Man out here," Cho whispered.

"Kinda weird for me," Peter whispered back.

 _"Wait this gives me an idea," Peter commented._

"So I see you're a big fan of Spider-Man," Peter exclaimed.

"Oh are you gonna start teasing me now," Shadow Spider questioned. "Cause if you do, you're like the 5th person to do it," he continued as he stood up straight.

"What if I tell you that you can meet him?"

"Meet Spider-Man? Here? On Guam? Hahahaha. You have to be a magician in order to pull of a trick like that."

 _"His insults aren't great, but they're not as bad as Nova's," Peter commented._

"Okay, then," Peter replied as he motioned Ava to pop a smoke bomb on his signal. Ava nodded as Peter began counting down, "3...2...1!"

After the smoke cleared, Shadow Spider's jaw dropped as he saw Spider-Man, Iron Spider, White Tiger, Iron Fist, Nova, and Power Man. "O M G! WHAT? HUH? AM I DREAMING?!," he began to fan boy.

"He isn't looking at us," Natsu commented as he, Gray, Erza, and Wendy were in their hero suits.

"Well I guess cause we're not well known yet," Gray replied.

"Told ya I could do it," Spidey said as he approached Shadow Spider.

"CAN I HAVE YOUR SIGNATURE? TAKE A SELFIE? OH! HOW ABOUT YOUR NAME?!," Shadow Spider replied as he scrambled around.

"I can do everything, but the name," Spidey responded. "You already know how we all look like so there is that."

"SO COOL," Shadow Spider shouted.

"He reminds me of that blonde reporter," Gray commented.

"Yeaaaaahhh," Natsu added.

"Wait. Why are you guys here," Shadow Spider asked as he recollected himself.

"We traced one of Arcade's characters back to Guam after he kidnapped our friends," Spidey answered.

"ARCADE? AS IN MURDER WORLD ARCADE," Shadow Spider responded in fear. "HE'S ON GUAM?!"

"Yeah, I believe you and your partner have already confronted two of his 'characters'," Iron Spider commented.

"So that's why we got our asses kicked," Shadow Spider uttered. "Anyway, are you saying you need our help to fight Arcade?"

"Basically," Spidey replied.

"SWEET. I mean, good, great, AWESOME," Shadow Spider responded. "First things first, who are these guys," he pointed to Natsu and his team.

"They're...trainees we took out on this mission," Spidey answered. "All our other heroes were unavailable and they were the only ones around."

"But taking rookies on a mission against Arcade," Shadow Spider commented. "Risk level is pretty high."

"I know," Spidey replied. "They're my responsibility," he continued as he looked at Natsu and his team.

Staring at Team Natsu, Shadow Spider commented, "Seriously. You guys look like you belong in an anime."

"What's anime," Natsu asked. "Can I eat it?"

"I don't think so," Wendy answered.

"Is he insulting us," Gray questioned.

"No. He's probably bewildered by our looks," Erza answered.

"Anyway, come on in," Shadow Spider said as he began heading back into the base. "It's all walking so I hope you don't mind the trip," he continued as he descended down the stairs.

"Finally something I can do," Natsu mumbled as he followed the others.

"And over here we have our armory and right next to that you can see my brooding partner," Shadow Spider said as he gave a quick tour of the base. "Hey R, these guys ar-"

"I heard everything," Alejandro interrupted as he checked his weapons. "So what's the plan Heroes?"

 _"I'm getting a Punisher vibe from this guy," Spidey commented._

"To trap one of Arcade's 'characters' and find the location of his secret base," Spidey answered.

"Sounds like a solid plan," Alejandro replied as he cocked a M4 Assault Rifle and began armoring up.

"Whoa whoa whoa," Shadow Spider commented as he approached Alejandro. "You may be a hero, but you're no super hero. You've got no regenerative powers and your wounds are still healing," he continued as he webbed the rifle away from Alejandro.

"I may not be 'super', but I'm a hero and I'm gonna do what I can," Alejandro replied as he put on his mask. Taking the rifle back, he continued, "Maybe your Idol can teach you that."

"We interrupting a lover's spat," Spidey asked.

"NO," the two answered in unison.

"I have a girlfriend dude," Shadow Spider commented.

"I'm into women," Reaper added.

"Hey, nothing wrong with playing for the other team," Spidey replied.

"Anyway," Iron Spider interrupted. "Seems like your 'friends' are robbing the biggest bank on the island right now," he continued as he pointed towards the screen.

"Alright let's get moving then," Reaper responded as he jumped into a armored assault truck.

"Shotgun," Spidey called as he hopped in while everybody piled in the back.

"I would say buckle up, but there are no seat belts," Reaper commented as he turned the ignition and slammed the accelerator. As they sped through the lanes and red lights, Reaper explained, "Okay, here is what we're going up against. Royal Family Grunts don't usually pose a problem, but the big players named King, Rook, Queen, Bishop, and Jester are the ones we have to look out for." Making a hard turn he continued, "They pack a punch with the gear they're carrying and they are a lot more ferocious than the goons they use as Pawns."

"If they're so easy to beat," Iron Spider commented. "Why haven't you two put a stop to them?"

"It's complicated," Shadow Spider answered. "And now with Arcade on their side, I'm pretty sure it got a lot more complicated."

"We're here," Reaper announced as the truck came to a stop. "Let's go," he continued as he hopped out.

"On me guys," Spidey ordered as his team followed him.

A man in a full black armor plated suit noticed the heroes and said, "Looks like we've got company." Picking up his mini gun, he ordered, "All troops turn and fire on our unwelcome guests." The Royal Family Grunts obeyed and fired.

The heroes took cover by some nearby cars and buildings. "I'm guessing that's Rook," Spidey commented as he peeked around his cover.

"Bingo," Reaper answered as he cocked his rifle and prepared to return fire. "Shadow, I got you covered. Get ready to go," he shouted.

"Wait those are stun rounds right," Spidey questioned.

"Yeah. 'Stun' rounds," Reaper replied as he unlocked the safety. He began squeezing the trigger and commented, "They'll be stunned alright."

Webbing the rifle away from Reaper, Spidey shouted, "You can't kill them!"

Shadow Spider charged from his cover and began shooting webs, but was surprised that Reaper wasn't backing him up. Retreating from taking too much incoming fire, he made his way to Reaper and Spidey. "What the hell R," he shouted. "What happened to 'I got you covered'?"

"Your idol here doesn't agree with our 6ft under way of doing things," Reaper answered.

"Huh? Wait Spidey, you're the reason I almost got a few more holes that I shouldn't have," Shadow Spider asked.

"Yeah cause 'Heroes' don't kill," Spidey explained.

"Listen. I'm a huge fan and maybe in NYC with all those heroes there you guys have the luxury of sparing lives, but here since there is only two of us, the less bad guys permanently off the streets the better," Shadow Spider explained.

"Well you've got us now and you have that choice," Spidey replied as he handed back Reaper his rifle. "If you got stun rounds, use them," he said as he motioned his team to prepare to strike. "No body dies today," he continued as he gave the order and charged.

"Finally," Natsu commented as he darted from his cover to the nearest grunt. "I've been waiting to blow off some steam," he said as he clocked the grunt in the jaw. Seeing more approaching he casted his spell.

 _Roar of the Fire Dragon!_

Seeing Natsu fight off more grunts Gray commented, "Same here." Forming his Ice Shotgun, he aimed at the grunts who were pinning Iron Fist and White Tiger and fired, instantly freezing them. "You guys should 'chill' out," he commented as he moved on.

 _"Okay. They have all been hanging around me than a normal person should," Spidey commented at Gray's joke._

"Here is a nice breeze to cool you off," Wendy shouted as she casted her spell.

 _Roar of the Sky Dragon!_

"Did I do it right," Wendy questioned as the grunts flew into palm trees.

Giving a thumb up, Spidey replied, "Yeah you did!"

 _"Seriously...I feel so sorry for them and the people they fight from now on...," Spidey commented as he face palmed._

Seeing the tide of battle turn in the heroes favor, Rook asked over his ear piece, "Where is that new 'character' Arcade is bringing out?"

"He should be arriving in 3...2...1," Queen replied as she heard a loud boom over Rook's earpiece.

All eyes turned to the large figure covered by the dust. "Uh...that doesn't look good," Shadow Spider commented.

"RRRRRRAAAAAAAAAAAAAAAHHHHHHHHHHHH," the figure shouted as he stepped forward.

"What the hell," Spidey commented at the sight of the thing. Wearing a full black leather suit with some sort of tubes running in and around it's head area covered with what he hoped was a leather mask. "Focus on that thing," Spidey ordered as he charged. Suddenly Rook tossed his mini gun towards the creature. Seeing the creature pick the death machine up, Spidey shouted, "FALL BACK FALL BACK!" Everyone grabbed cover right as the creature began firing.

In cover with Spidey again, Reaper asked, "So should I still use the stun rounds?"

"Oh shut up," Spidey snapped as he activated his ear piece. "Cho! Any weaknesses?"

"No. He isn't in any of our databases or records," Iron Spider replied. "I don't think this thing even has a weakness."

"Everyone has a weakness," Iron Fist commented. "We must be patient and find it."

Throwing Reaper's and Spidey's cover away, the creature moaned, "HHHEEERRROOOEEESSS."

"I DON'T THINK WE'LL HAVE TIME TO BE PATIENT," Spidey shouted as Reaper unloaded into the creature.

* * *

 **Ola rapaces! I'm part French so yeah. Anyway, here is the new chapter of the main plot! Now that our main heroes have reached Guam, the Arcade Arc can go pedal to the metal!**

 **I really hope you guys like the visual references I made for the Fairies' new Hero suits. That's part of the reason it took so long for this one to come out. Other than the extensive research I've been doing and updating my other stories.**

 **SO. CAN YOU GUESS WHO THIS CREATURE IS? I'M PRETTY SURE MOST OF YOU ALREADY KNOW. Yeah, that's right I'm bringing out a lot of things for this arc even though it's kinda small one. GO BIG OR GO HOME!**

 **Anyway, I'm excited for the other chapters to come out and I'm also excited to read your reviews on what you think so far. Well that's it for now. OH WAIT I HAVE TO APOLOGIZE. I REMEMBER SAYING THAT THIS WOULD COME OUT RIGHT AFTER THE SIDE STORY, BUT LET'S JUST SAY LIFE GOT IN THE WAY. Yeah. We'll go with that. Well that's it for now and I hope you guys like this chapter and as always, I'll cya in the next chapter!**


	20. Arcade Arc: Nemesis

**THANK YOU FOR 15000+ VIEWS ON THIS STORY AND THANK YOU FOR YOUR SUPPORT! IT MEANS SO MUCH AND AS LONG AS YOU GUYS ENJOY THE STORY I'LL KEEP WRITING!**

 **As the 20th Chapter and for 15000+ views! Two new Capcom Heroes will be revealed so I hope you guys are excited for that! Consider it a "Thank You" from me to you! Enjoy!**

 **Battle Music Notification:** _(Insert Music)_

* * *

Chapter 20

 **Coco's Island: Underneath the island, Murder World**

"Lucy...," a voice called out.

 _Hmm...What the...,_ Lucy thought as she slowly opened her eyes.

"Get up Lucy...," the voice spoke again.

 _I know that voice...,_ Lucy thought as her visioned cleared.

"Lucy," Levy shouted as she held her. "Are you okay?"

"Levy," Lucy questioned as Levy helped her sit up. "Yeah...Wh-where are we," Lucy asked as she looked around the room.

"Don't know, but I'm pretty sure it isn't a place we want to remain in," Levy replied.

"WHEN I GET OUT OF HERE YOU'RE MINCED MEAT YOU HEAR ME," Gajeel shouted as he attacked the force field.

"Try all you want, but you'll never escape," Arcade replied as he gave a sly smirk. "It's really amusing to think that you can."

"What do you want with us," Lucy asked.

"Nothing more than to add you to the roster of 'characters' I'm going to use to take over the world," Arcade answered. "As you can see, the one you're friends are fighting proves to be one of the strongest I've collected," he continued as he pointed towards a giant monitor.

On it, Lucy and the others could see Spidey, Team Natsu, and the other heroes fighting a giant monster with a giant gun. Seeing Natsu charge at it, but only to be sent flying, Lucy shouted, "Natsu no!"

"Scream all you want Blondie, but they won't hear you," Arcade responded as he got off his chair. "I have to be going now. Enjoy watching your friends be killed, but don't worry, the pink haired boy and his followers will be spared," he continued as he left the room.

Watching the battle develop, Levy asked, "What is that thing?"

"I don't know, but it's taking Salamander's, Gray's, and Erza's attacks like they're nothing," Gajeel commented.

"Please everyone...I know you can beat it," Lucy whispered as she clasped her hands.

"I didn't know a monster like that even existed in this world," Mira said as she stared at it.

"It doesn't," a voice replied.

"What? Who was that," Lisanna asked as she and the others looked around.

"Over here," another voice spoke as they tapped against the metal wall.

Lucy and the others looked, spotting two men inside another containment. "What do you mean it isn't," Lucy asked.

"That thing is a B.O.W. or Bio Organic Weapon, it's name is Nemesis-T Type," the spiked brown haired man explained. Wearing combat gear, Lucy and the others could tell he was a soldier.

"Basically that thing was made to fight and destroy its targets," the blonde haired man added. The man looked like a normal person due the clothes he was wearing, but Lucy and the others that he was battle hardened and experienced like the soldier.

"Okay, how do you know that," Levy asked.

"Cause it's from our world," the spiked brown haired man answered.

"Your world," the Fairies questioned.

"Yeah, but in our world, that thing is already dead," the blonde haired man replied. "I don't know how or why it got here."

"You two don't seem to be in much panic, I mean you were taken from your world right," Mira asked.

"Yeah, but the things we've seen, something like this was bound to happen," the spiked brown haired man replied.

"Also we've been stuck here for about a week or two," the blonde haired man added. "Anyway, since we'll be stuck together for who knows how long, let's do some introductions."

"Oh...uh I'm Lucy Heartfilia."

"Levy McGarden."

"Gajeel Redfox."

"Mirajane Strauss, please to meet you."

"I'm her sister Lisanna Strauss, nice to meet you."

"Heh, you all have really...what's the word...extraordinary names. Anyway, I'm Special Operations Unit Captain Chris Redfield," Chris announced as he nodded to the Fairies.

"Guess it's my turn now," the blonde haired man commented. "Name's Leon Scott Kennedy, I'm an agent for the Division of Security Operations," Leon greeted as he made a small wave to the Fairies.

"Nice to meet you two," Lucy responded as she and the girls gave a small smile while Gajeel nodded. "So what kind of powers do you two have," Lucy asked.

"Powers," Chris questioned.

"You mean like your friends," Leon added.

"Yeah. You say you defeated that thing before so you must have some kind of power to do that right," Levy replied.

Chris and Leon looked at each and chuckled. "What's funny," Gajeel asked.

"Nothing," Chris replied. "But to answer your question Lucy. Leon and I don't have any powers," Chris answered.

Bewildered by his answer, the Fairies went silent for a moment, before Lucy asked, "Wh-what do you mean you don't have any powers?"

"You're looking at two normal humans," Leon replied.

"S-so how did you defeat that thing then," Levy asked.

"To be honest, neither Leon or I killed Nemesis, but I'm pretty sure bullets will kill it like the rest," Chris answered.

"Or explosions, giant objects, and many other unorthodox methods you can think off," Leon added. Glancing back at the screen, Leon continued, "But I'm pretty sure your friends will manage to kill it eventually."

 **Back on Guam: In front of Bank of Guam**

"THIS THING JUST SHRUGS OFF WHATEVER WE THROW AT IT," Gray shouted as he fired his Ice Cannon.

Taking the hit, Nemesis continued to fire his mini gun as he groaned, "HHHEEERRROOOEEESSS!"

"AND HE KEEPS REPEATING THAT," Natsu shouted as he unleashed his Roar. Seeing Nemesis shrug off his attack, Natsu commented, "AH COME ON!"

"Spidey, we're getting nowhere," White Tiger shouted behind cover.

"I know I know," Spidey shouted back. _What do we do? I've never seen anything like that before. I don't know how to fight it and we're losing this battle,_ Spidey thought.

"We've got to kill it," Reaper commented as he swapped to his armor piercing rounds.

"NO. I SAID NO KILLING," Spidey replied as he grabbed Reaper's arm.

"Listen here 'Hero'. That thing isn't human and I am sure it ain't got any sense of morals," Reaper responded as he slapped Spidey's hand away. "Just this one time. Let it slide!"

"IT ALWAYS START WITH JUST ONE," Spidey shouted. "Don't you see. If you can justify killing one then you can justify the others you will kill," Spidey explained. Peeking over his cover, he said, "I'm in charge here and I say we take that thing down the 'Hero' way."

"Fine, but if someone dies it's on your hands," Reaper replied as he swapped back to his stun rounds.

"So what's the plan," Shadow Spider asked as he landed next to them. "My electric webs aren't doing anything to him."

"Here's how it's gonna go," Spidey responded as he activated his ear piece. "Everyone! Here's the plan. Those who have range attacks, go first and hit him hard then if you and those who have melee abilities charge in and take him down," he explained. "Got it?!" Team Natsu and the other heroes nodded in acknowledgement. "Okay, then. Let's go," Spidey shouted as he, Reaper, and Shadow Spider stood up from their cover to unload on Nemesis. Team Natsu and the heroes followed and fired their range attacks. Seeing Nemesis being pushed back, Spidey shouted, "NOW CHARGE!"

 _(Fairy Tail: Salamander Theme)_

"Ah yeah, I'm all fired up now," Natsu shouted as he casted his spell while following Spidey and the other heroes.

 _Iron Fist of the Fire Dragon!_

"Right behind you Natsu," Gray shouted as he, Erza and Wendy casted their spells.

 _Ice Make: Cold Excalibur!_

 _Heaven's Wheel: Trinity Sword!_

 _Crushing Fang of the Sky D-_

Nemesis grabbed Wendy by the neck and groaned, "HHHEEERRROOOEEESSS!"

 _(End of battle music)_

"Crap it's got Wendy," Gray shouted.

"TAKE HIM DOWN," Spidey shouted as they charged again, but fell back when Nemesis began opening fire again.

"Damnit! We can't get near it now," Iron Spider shouted. "Nova and I can't even hit it from above cause of those guys in the back with launchers!"

Hearing Wendy gasp for air as Nemesis tightened it's grip, Natsu shouted as he charged, "LET HER GO!"

Gray grabbed him and shouted, "You idiot! You would've been ripped to shreds!"

"WENDY NEEDS US!"

"I got this," Power Man shouted as he charged. Taking the bullets, he began unleashing a series of punches. "LET! HER! GO," he shouted as he continued his attack.

Nemesis shrugged off his attacks and booted Power Man to a building. "Luke," Spidey shouted as the dust cleared from Power Man's impact. "Cho! His status?"

"He's unconscious," Iron Spider replied as he scanned Power Man.

"There goes that plan," Shadow Spider commented.

"Spider-Man," Reaper added. "We have to kill it."

"NO. WE CAN SAVE WENDY WITHOUT DOING THAT," Spidey snapped.

"BY THE TIME YOU THINK OF A NONLETHAL PLAN, THAT LITTLE GIRL'S WINDPIPE IS GOING TO BE CRUSHED," Reaper shouted. "SCREW THIS! I'M TAKING THE SHOT," he continued as he placed his M4 above his cover and squeezed the trigger.

"NO DON'T," Spidey shouted as he heard the shot go off followed by an explosion.

"WENDY," everyone shouted.

* * *

 **Yeah that's right I did it! I brought in two of Resident Evil's Heroes and you can expect more Capcom characters to be in the same situation they're in. And same goes for Evil Ryu, Zero, and Stryder. More will be revealed as the Arcade Arc continues! So stay tuned and as always I'll cya in the next chapter!**

 **Chris and Leon's visual reference: Resident Evil 6**

 **Appreciation Note**

 **Hey guys! Again I would like to thank all of you for reading and supporting this story! Every review and view helps cause I feel "All fired up" to write the next chapter! But I do have to apologize for the slow updates cause I am researching a ton of stuff for this arc and the other arcs. Also not to mention my other stories and life, but that won't stop me from giving you guys a great story! Anyway, thanks for everything and I hope you guys stick around! Get it? Stick cause it's a Spider-Man story. No? Okay, I'm not gonna make jokes anymore.**


	21. Arcade Arc: Game of Chess

Chapter 21

"WENDY," everyone shouted.

"REAPER," Spidey shouted as he grabbed Reaper by the collar. "IF SHE IS DEAD I'M GOING TO -"

"What kill me? Oh I thought 'Heroes' don't kill," Reaper mocked.

"Wait, what's that," Shadow Spidey commented.

Everyone's eyes focused on a figure emerging from the smoke. "With all these TV shows, video games and books referencing the undead I can't believe you didn't notice Spider-Man," a black man spoke as he approached the heroes with Wendy in his arms. "You're lucky I came just in time to save that girl from being blown to bits," he continued as he glared at Reaper.

"Blade," Spidey questioned.

"Wait. 'Blade'? As in the 'Blade'," Shadow Spidey added as he began to fan boy. "The Vampire hunter, the Undead's greatest foe, and not to mention the Half Vampire Half Human Knight of the Dark?"

"I'm pretty sure you came up with those last ones on your own," Blade replied as he handed Wendy to Erza.

"Other than that, why are you here," Spidey asked, "and how did you get Wendy from that thing?"

"First, I was here on a mission to fight off the vengeful spirits haunting the island," Blade answered. "Second, I simply cut its arm off," he said as he pointed back. The smoke cleared revealing a angered one armed Nemesis. "Oh and third, we may want to take cover," he continued as he dashed behind a wall.

"You heard him," Spidey shouted while the he and the other heroes took cover as Nemesis began firing again. "So Blade. That thing is already dead right," Spidey asked.

"Yes. So you don't need to hold back," Blade replied. "But if it's too much for you," he continued as he unsheathed his blade. "I can handle this for you."

"Uh I think we're go-"

Cutting off Spidey, Blade dashed out of cover and sprinted towards Nemesis. Dodging and deflecting bullets, Blade leaped over and behind Nemesis then began slicing into to him. Sheathing his blade, Nemesis fell over as Blade commented, "And stay dead."

"Whoa. That guy is awesome," Natsu commented.

"He's pretty scary," Gray added.

"Thanks Blade," Spidey shouted. "Iron Spider, White Tiger, Iron Fist and Nova, you know what to do," he continued as he pointed towards Rook and the Royal Family Pawns.

"On it boss," Nova said as he took off.

"Piece of cake," White Tiger commented as she swiped three Pawns.

"This is for the anti air launchers," Iron Spider shouted as he began blasting.

"Hiyaah," Iron Fist shouted as he took down more Pawns.

"Ah shit," Rook commented as he retreated to his armored truck. "PUNCH IT," he shouted to the driver. The vehicle accelerated and escaped as Nova lost it within the trees.

"Is she going to be okay," Spidey asked Erza who was holding Wendy.

"She'll be fine," Erza answered. "She's just unconscious, but I'm sure she'll wake up within a few minutes or later on."

"Okay, then we'll take her and Luke back to the jet," Spidey replied.

"I'm burn Arcade to ashes," Natsu commented as he clenched his fists.

"Safe some for me Natsu," Gray added.

"There will be no burning of anyone," Spidey responded.

"Why not? That guy killed that thing," Natsu replied. "So why can't we do the same?"

 _This is exactly what I was talking about with Reaper,_ Spidey thought. "First his name is Blade and second, that thing was already dead," Spidey answered. "We don't kill people," he continued.

"You call the guy who sent that thing a person," Gray questioned.

"No. That's not the point," Spidey replied. "What I'm trying to say is-"

"Is that you're too weak to do what needs to be done," Natsu interrupted.

"No that's not it," Spidey responded.

"Then what is?"

"LADIES," White Tiger shouted as she came in between them. "Don't mean to interrupt this little episode we're having, but I think we have more important things to worry about. Like say I don't know, FINDING YOUR FRIENDS."

"Agreed White Tiger, also since Blade killed that thing, we can't go with our plan to interrogate the next character we come across," Iron Spider said as Blade glared at him. "Uh...No offense Blade sir. I mean not like that thing was gonna take anyway, since it only groaned 'Heroes'."

"So we're back at square one," Shadow Spidey asked.

"Nope," Nova answered as he landed. "Hey Web Head, mind checking your tracking device for your Spidey Trackers?"

"Wh-Wait what," Spidey responded as he checked his tracker and noticed that one of his trackers were attached to Rook. "How did that get there?"

"You're welcome," Nova announced.

"You put that there? ALSO since when did you get a hold of one of my trackers," Spidey asked.

"I use it sometimes to keep track of the taco and ice cream trucks," Nova answered as everyone gave him a look. "What? A man needs his tacos and ice cream."

"Yeah, but you need those for your lonely nights," White Tiger commented.

"I believe that is what the young people call these days a 'dis'," Blade added.

"Hey," Nova shouted.

"We can all dis Nova on how lonely he is later," Spidey said as he pulled up a holographic map. "Looks like the tracker is heading up north to Y-Yigo? How do you say that?"

"Gi, like the letter 'G' and go," Reaper answered.

"Up north to Yigo," Spidey continued. "Now we'll just follow the tracker to their hide out and hopefully find Lucy and the others."

"Sounds like a solid plan," Shadow Spidey commented.

"Alright! Everyone climb in," Spidey ordered. Seeing Blade heading a different way, Spidey questioned, "Blade? You're not coming?"

"Dealing with normal people is your thing," Bladed answered as he halted.

"You call psychopaths, world ending beings, and Goblin 'normal people'," Spidey asked.

"Well if you seen the things I've seen then you'll probably agree with me," Bladed responded.

 _He's kinda right,_ Spidey thought. "Okay, then I guess we'll see each other around?"

"Hopefully not," Blade answered as he began walking.

"What's that supposed to mean," Spidey shouted as Bladed ignored him. "HEY I KNOW YOU CAN HEAR ME! MISTER VAMPIRE HEARING!"

"Spidey come on," White Tiger shouted.

"Oh yeah, hang on I'm coming," Spidey replied as he boarded the SHIELD jet.

 **Murder World**

Whistling, Leon commented, "Seems like that guy took care of Nemesis."

"Yeah, but did you see that speed," Chris asked. "He isn't a normal human."

 _Oh thank god Wendy is safe and they've defeated that thing,_ Lucy thought.

"So do you guys have a plan or something," Gajeel asked.

"No not really," Leon answered. "Usually we would by this time, but this- what would you call this Chris?"

"A confinement cell."

"Confinement cell is really high tech and something neither both of us have seen before," Leon continued.

"But like all things powered by electronics, maybe an EMP would do the trick," Chris commented.

"Well good luck finding something like that," Leon added.

"Maybe I can help," a voice spoke.

 **Back on Guam, trailing Rook's armored truck**

Following Rook, Spidey, the Fairies and the other heroes discovered the location of the Royal Family's hideout. "Man. What's with all the abandon places being used as hide outs, that's like so cliche," Spidey commented.

"Well it's a small island and hiding in plain sight doesn't help when a lot of the locals know each other," Reaper responded.

"Still cliche," Spidey replied.

"Shut up."

"Anyway, I'm pretty sure they're base is underground," Shadow Spidey announced.

"Why would you think that," Spidey asked.

"Cause that building is way to small to hold your friends and whatever else they have stored," Shadow Spidey answered.

"Ah...another cliche thing to do," Spidey responded.

"Hey we do that too. Well not the holding people against their will and stuff," Shadow Spidey replied.

"Yeah. Cliche," Spidey repeated.

"Ugh...never meet your heroes."

"So what's the plan," Iron Spider asked.

"Well since Aracde might be in there and since most of us know what his infamous 'Murder World'," Spidey began to explain. "I would say to do this stealth like, but with Natsu here, I'm pretty sure that wouldn't last long."

"Hey! I can be stealthy," Natsu exclaimed.

"Name one time," Spidey demanded. Seeing Natsu pause to count the times he was stealthy, but ended up being zero, Spidey said, "Thought so."

"So it's an all out assault," White Tiger asked.

"Basically yeah," Spidey answered. "But as usual we have to be very careful. Arcade may not have any powers, but he one hell of a functioning psychopath," he continued as he landed the jet.

"Was that a Sherlock joke," Shadow Spidey asked as they disembarked.

"Ah. I'm glad someone here as good taste in TV shows," Spidey answered.

"Focus," White Tiger responded as they came closer to the base.

"So like I'm pretty sure King is gonna ask Queen out on a date," a Pawn said.

"Wait. I thought they were already a thing, hence their titles," the other Pawn asked.

"No no no man, that's just their villain names," the first Pawn answered. "Don't tell anyone, but I heard King's real name is Kevin."

"Kevin? Wow that doesn't sound menacing at all, I was expecting something like Tyrone or Alexander," Spidey commented.

"I know right-HEY," the first Pawn shouted as he raised his gun.

"Aw... is gossip time over," Spidey said as he webbed the two Pawns together and knocked them out.

"Did you really have to comment on King's real name," Reaper asked.

"What? Someone had to," Spidey replied as he peeked into the building. "Okay, I guess the rest of the fight is gonna take place underground," Spidey announced as he and the others entered the building. "Cho can you see if there is way underground?"

"Scanning...and there it is," Iron Spider answered as he pointed towards an elevator.

"Really," Spidey questioned. "These guys aren't that creative are they? Then again your place had stairs," he commented as he looked at Shadow Spidey and Reaper.

"Listen man. Budget cuts," Shadow Spidey answered as they all entered the elevator.

"Hey...," Spidey asked. Being pressed up against Erza and White Tiger he continued, "Weren't there two elevators?"

"Yeah," Reaper answered.

"So why did we all get in one," Spidey asked as they descended.

"STOP TOUCHING ME," Gray shouted at Natsu.

"I'M NOT TOUCHING YOU! YOU'RE TOUCHING ME," Natsu shouted back as he waved his hands in the air and hit Reaper.

"STOP MOVING! IT AIN'T MAKING THIS LESS AWKWARD," Reaper shouted as he hit Natsu back.

"HEY MAN WHAT THE HELL," Natsu shouted as he tried to hit both Gray and Reaper.

Eventually everyone started moving around and bumping each other. "GUYS STOP IT ALREADY! WE'RE ALMOST THERE! SO S-" Spidey paused as he accidentally shot webs into Erza's face. The elevator dinged, signaling they arrived. "Uh...It was an accident," Spidey said as he stared at Erza.

"This isn't good," Natsu commented in fear. The doors opened as Erza sent everyone out flying.

"Ugh...good thing no one heard that," Spidey groaned as he got to his feet.

Manically laughing, a man in a thin black and blue tuxedo, wearing a harlequin mask landed and said, "You sure about that."

"You just had to say something," Reaper commented as he got up and saw they were surrounded by Pawns.

"Don't be a sore loser Reaper," Spidey responded as he and the others got ready to fight. "This game of chess has only just begun!"

* * *

 **Visual Reference for Blade: Marvel 2016**

 **Hey guys! It's been a month since the last update, so I would first like to apologize for the long wait and to tell you that since you waited that long, I'm gonna post up Chapter 22 a few hours from now!**

 **I hope you guys like this chapter and especially since I introduced Blade! And yes we are going to be seeing more of him and other Supernatural Hunters in this story.**

 **Oh and who is this mystery character that can probably help Lucy and the others trapped in Murder World? Find out next chapter!**

 **Now I would like to thank you all for reading and continuing to support this story! Also huge thanks to those of you who have been talking to me and giving me your ideas on what would you like to see later in the future! 1. It means a lot! 2. It helps me with the writing process and 3. It gives you guys and the other readers enjoyment! So yeah, thanks a lot and I hope you'll continue to stick with me as we continue our adventure! Thanks again and I'll see you all in the next chapter!**

 **A/N: For my Fairy Tail Fans. I know it seems like I'm making the Fairy Tail members weak compared to the Marvel Characters. But I just want to let you know to remember that they aren't in their world anymore. They don't have an unlimited supply of Ethernano to use and gain more power. Also I am thinking you all are comparing them based upon the recent arcs (Tartaros and the one going on right now within the manga), but this story is taking place within the 7 Years they disappeared from their world. Basically before their major power ups that happened later on in their own story. Trust me I am a fanatic with both universes so it was a bit hard to write the story, but I eventually thought it through and this is what I came up with. Another reason why the Fairies are probably not be able to fight on par with the Marvel characters is because through experience and situations. Yes I know, Fairy Tail have been through a lot, but not as much as the Marvel Universe. It's not everyday they face "World Ending Threats", "Beings from different planets and/or universes", or "Fights that may tear a hole in their own dimension causing a reboot". They simply fight for their friends and the people they care about, go on jobs to earn cash, and basically be Fairy Tail. To me they are the heroes of their own story, but in the Marvel Universe, they're nothing more than magical users who fight for their friends and the people they care about. This note isn't meant to offend you in anyway, but to let you know my point of view on the Fairy Tail Guild and the Marvel Characters.**

 **Side note: How are you all doing? I hope you guys are okay and having a great summer! If not I hope it'll get better and you guys can do the things you want to do! For all you working folks out there, I wish you the best of luck dealing with your probably stressful job, hated employee or boss, and the other things hard working adults have to deal with. Basically I wish you guys the best of everything and thanks again for taking the time to read my story!**


	22. Arcade Arc: Checkmate?

Chapter 22

"This game of chess has only just begun," Spidey shouted as he webbed some Pawns together and slammed them into another group. The Fairies and the other heroes took that as the signal to fight and began their assault.

"Where is Lucy," Natsu shouted as he grabbed a Pawn.

"I DON'T KNOW WHO LUCY EVEN IS MAN," the Pawn shouted back.

Tossing him into the ceiling, Natsu asked, "Gray anything?"

"Nope," Gray answered as he froze two Pawns.

"Jester," Reaper announced the name of the man in the Harlequin Mask. "Where are the rest of the Royal Family," he continued as he fired his rifle.

"Out on an afternoon stroll," Jester replied sarcastically as he dodged and fired his twin pistols.

"I don't got time for you jokes," Reaper shouted as he took cover and reloaded.

"My name is Jester," Jester responded as he tossed a grenade towards Reaper. "Making jokes is kinda my job," he continued as he covered his ears.

Hearing the grenade roll towards him, Reaper kicked it back to Jester then shouted, "Alright then, here is my joke and the punch line!" Seeing the grenade explode and Jester tumbling towards the ground, Reaper approached him then said before knocking him out, "Looks like your show is over."

"Tell me where my friends are," Erza shouted as she impaled a Pawn by his clothes against the wall. "Or else these swords won't be just in your clothing," she continued as she placed her sword right next to the Pawn's throat.

"I-I-I don't know wh-where y-your fri-friends are," the Pawn shouted in fear.

Knocking him out, Erza commented, "You're lucky I'm not in a very bad mood today."

After defeating Jester and the Pawns, Spidey rounded up everyone then said, "Cho. Hack into their mainframe and see where the rest of them are at." Cho nodded as he performed his orders.

"What are the chances Arcade isn't even here," Shadow Spidey asked.

"High," Spidey answered. "Looking at this place confirms this isn't where Arcade is and where Lucy and the others are being kept."

"Then why did we bother to even come in here," Erza asked.

"Cause even though he may not be here, he is certainly working with the Royal Family," Reaper answered. "Putting two and two together, I bet Mr. Hero over there knew that if we took out this place, we would find where Arcade is hiding for sure."

"Bingo," Spidey responded. "You know. For a grumpy guy, you sure are intelligent."

"Don't make me shoot you."

"Hahahah, he would get along with Gajeel," Natsu commented.

"Yeah," Gray and Erza added.

"Alright, here is what I got," Iron Spider announced as he pulled up a holographic map. "This base is surprisingly smaller than I thought, but over here is where the rest of the Royal Family should be at," Iron Spider continued as he pointed towards a location. "If we manage to beat them, I'll be able to hack from there and find where Arcade's hideout."

"There is no 'if'," Natsu commented. "We're gonna beat them and where gonna find Arcade," he continued as he lit up one of his fists.

"Alright guys, let's go," Spidey shouted as they moved out.

 **Murder World**

"Maybe I can help," a voice spoke out.

"Who is there," everyone asked as they scanned the rest of the confinement cells.

"Over here," the voice responded as they approached the front of their cell and began waving.

Focusing, everyone saw a young man in his late teens, early twenties dressed in what seemed like blue Power Armor from head to toe, only revealing his face. "Whoa. You some like cyborg or something," Leon asked.

"A Reploid to be precise, but I guess in this world I am a cyborg," the young man answered. "Oh my name is Mega Man X, but you all can call me X for short," the young man introduced himself.

"Mega Man X," Lucy questioned. "Are you some sort of hero?"

Thinking about the past events, X answered, "I guess you could call me that."

"I'm guessing you're not from around here," Gajeel said.

"You guessed correctly," X replied.

"Anyway. X you said you could help us out with an EMP blast," Chris interrupted.

"Yeah I can," X answered. "It seems the person who put me in this cell didn't fully understand what I'm capable off," X continued as he revealed his X Buster.

"Whoa is that a cannon for an arm," Lucy asked as she and the others were a bit startled and amazed at the same time.

"Cyborg remember," X responded as he switched to his X Buster to Electric Spark which also made him change colors.

"You can change too," Lisanna asked.

"Whenever I use special abilities or weapons this happens, but I won't complain, it's better than going Maverick," X responded.

"Whats going Maverick," Lucy mumbled as she and the other Fairies wondered.

"Hold up Terminator," Leon exclaimed. "We gotta think of a plan for after we get out of here," he explained.

"He is right. We don't even know where to go after we break out of here," Chris added.

"I got you covered," a voice spoke out. Everyone turned their eyes to a man in a different confinement cell wearing a black jacket with a white button-up shirt, green pants and brown shoes.

"And who are you," Leon asked.

"Frank West. Remember that name," the man introduced himself. "And if you're lost, I've got some pics to help us out," Frank continued as he revealed his camera.

"Wow, what year are you from," Chris asked.

"2006 and to answer the question before it is asked, I'm from a world plagued by a zombie virus," Frank answered.

"Guess we're in the same boat," Leon commented.

"Yeah, but from what I saw on the TV, your world seems a bit more intense than mine," Frank responded.

"They the walk around and groan all the time type," Chris asked.

"Oh yeah. Gets annoying," Frank answered.

The Fairies and X were a bit confused with the exchange going on between them, but preferred not to ask about it. "Alright then. Let's start planning," Lucy shouted with determination.

 **Royal Family Underground Hideout**

"Man that was a lot of Pawns," Spidey commented as they reached the room where the rest of the Royal Family members were at.

"So this is why Chess Games take so long," Shadow Spidey added.

"Alright here is the plan," Spidey began to explain, but Natsu blasted the door open and stormed in. "Or not."

"WHERE ARE MY FRIENDS," Natsu shouted as ignited both fists.

"Natsu you can't just barge in here without a plan," Gray shouted as he entered.

"Honestly stop being so reckless," Erza added.

"I don't care, they know where our friends are and I'm gonna make them talk," Natsu replied.

 _Geez. Note to self don't ever kidnap his friends,_ Spidey thought as he entered with the other heroes.

"Give it up Royal Family, you're surrounded," Reaper announced at the Royal Family members who were seated in their "thrones".

"Ah, the main event has just arrived," a woman wearing a white and blue battle dress with a black and blue mask announced.

"Then let's get started shall we," King added as he snapped his fingers.

Landing in front of Spidey and the group was a woman in a black and blue Gothic Priest outfit and mask along with Rook. "Ready to have some fun Bishop," Rook asked as he took out his mini gun.

"Always," Bishop replied as she took out a giant broad sword.

"It's two on eight, you really think you can win," Spidey asked as he and the others prepared to fight.

"Who said it was just the two of us," Rook replied as more Pawns poured into the room.

"Why do you have to say things," Reaper asked as he cocked his rifle.

"Oh shut up and just fight," Spidey replied as he webbed onto a Pawn and kicked him.

"I'm all fired up," Natsu shouted as he casted his spell.

 _Wing Attack of the Fire Dragon!_

"Save some for us," Gray shouted as he casted his spell.

 _Ice Make: Cold Excalibur!_

"Chill out," Gray commented as he moved on.

"Out of my way," Erza shouted as she casted her spell.

 _Heaven's Wheel: Pentagram Sword!_

"Your weapons are no match for me," Erza commented.

"Way to go guys," Spidey exclaimed as he shot webs at more Pawns.

"Looks like it's me and you," Rook announced as he faced off against Reaper. "Prepare to be ripped to shreds," he continued as he fired.

"Just because you have a bigger gun," Reaper shouted as he dodged and took cover. Swapping to incendiary rounds, Reaper peeked and fire. Seeing Rook catch fire and began screaming, Reaper dashed towards him and slammed him with the butt of his rifle. Putting out the flames, he continued, "Doesn't mean you automatically win."

"Hey Bishop! So I gotta ask, what's your religion," Shadow Spidey asked as he dodged her attacks. "Come on, I know we're like arch nemesis and all, but we can still get to know each other!"

"Shut up," Bishop shouted as she continued her attack. "God you're more annoying than the actual Spider-Man," she continued.

"Well," Shadow Spidey replied as he webbed her feet together and pulled, knocking Bishop out. "That really hurt my feelings."

Seeing the Pawns retreat, Spidey pointed at King and Queen then said, "After we get you two that'll be checkmate!"

"Argh, when are those reinforcements coming Arcade," Queen shouted into her earpiece.

"Be quiet woman, they're arriving now," Arcade replied.

"Let's get th-" Spidey paused as two figures crashed through the ceiling and landed in front of them. "What the hell?"

"Honestly, I'm getting real tired of heroes," a tall blonde man with slicked back hair wearing shades along with a long black coat and combat armor commented as he popped his neck and knuckles.

"Although I really am interested to know what makes you tick," a tall red headed woman with long hair and green eyes along with a business suit added as she prepared to fight.

"I really hate it when you say stuff then things get worse," Reaper commented.

"Yeah...me too," Spidey replied.

* * *

 **Visual References**

 **X: Mega Man X The Day of E**

 **Frank West: Dead Rising 2: Case West**

 **End of Chapter Words**

 **Hey guys! Didn't I promise you the next chapter would be out within a few hours! Well here it is! Hope you enjoy!**

 **Oh and I hope you like the new heroic characters I introduced. Like I said, I'm bringing in Capcom Characters from Marvel vs. Capcom, so I'm sorry if you wanted other characters to appear, but this is what I'm going with. Of course along with heroic characters you've got to have their opposites right? I'm pretty sure you can already guess who these two baddies are already, so I hope you guys are ready for the next action packed chapter!**

 **Thanks again for reading and supporting this story! As always, I'll see you in the next chapter!**

 **Side Note: The next arc is a big one and followed up by two more. In order they are : Magical Warfare Arc, X-Men Arc, then Hell's Kitchen Arc. Those are the ones confirmed right now. The other big ones along with a few mini ones are to be announced later on. Thanks again for reading!**


	23. Arcade Arc: Welcome to the Game Board

Chapter 23

"I really hate it when you say something and then things get worse," Reaper commented.

"Yeah...me too," Spidey added as he and the others prepared to fight. _They look like normal people, but I've learned not to judge a book by its cover,_ Spidey thought as he began planning his team's attack. _It's also 4 v 10 so I think we've got the numbers, but do we have the power?_

"Hey Web Head you alright? You haven't said something in the last minute," Nova commented as both groups were still in a stand still.

"Shut up Nova. Coming up with a plan to win over here," Spidey replied. "Alright I'- *Spidey Sense* WHOA," he shouted as he dodged the man's attack. _He's fast,_ Spidey thought as he stuck on a wall. "Everyone be careful," Spidey shouted, "that guy is stronger than you think!"

"Ha! Let's see him take this," Natsu shouted as he charged and casted his spell.

 _Iron Fist of the Fire Dragon!_

Landing a direct hit, Natsu gloated, "Oh yeah he's really stron-"

"You call that an attack," the man responded as he sent Natsu to a wall.

"No way! Natsu's attack didn't even faze him," Gray exclaimed as he saw the man pop his neck again.

"You're wasting my time," the man announced as he charged Gray. "Say goodnight 'Hero'," he continued as he closed in.

"You will not hurt my friend," Erza shouted as she blocked the man's attack with her Adamantine armor.

After the dust cleared, Spidey saw the man further back while Erza remained where she stood, but there was a giant dent in her shield. _Nice one Erza. You just proved that he isn't unbeatable,_ he thought.

 _His speed and power are at high levels. Hmm...I may be able to beat him with this,_ Erza thought as she swapped to the Robe of Yuben.

"You may have blocked my attack, but you're only prevent the inevitable," the man commented as he popped his knuckles.

"I won't let that happen," Erza replied as she unsheathed her katana. "My name is Erza Scarlet," she continued as she took her fighting stance, "and I will be your opponent."

"Introductions huh? Well," the man responded as he removed his coat, "my name is Albert Wesker, and I'm going to end your life."

"Take care of these fools," King commented as he and Queen ran for the exit.

 _Ah crap! I got distracted by those two I totally forgot about King and Queen,_ Spidey thought as he webbed to the two. "Sorry, but if you don't mind, the Royal Carriage is going to be made out of webs," he mocked as he webbed up King and Queen, "and your destination will be at the Grand Prison!"

"ARGH! LET US OUT," King shouted as he attempted to break out.

"Good luck getting out of that," Spidey responded as he stuck to a wall. "There a lot of things that can break my webs, but with what you have it'll be a while," he mocked.

"Stop it King, I've got it," Queen announced. Looking at the red headed woman, she shouted, "CRIMSON VIPER! I COMMAND YOU TO GET US OUT OF HERE!"

"Tch. Fine," Viper replied as she leaped over to King and Queen.

"Oh no you don't," Spidey shouted as he shot web balls.

Dodging, Viper performed a downward kick that split the giant web ball down the middle. Seeing King and Queen hit the ground, she said, "Job done."

"COULDN'T YOU FIND A B-never mind. KNIGHTS," Queen shouted as she got to her feet.

Swarming the room were advanced combat robots. "See I was wondering when you'll bring out the robots" _,_ Spidey commented as he engaged the incoming Knights. "Every villain always has rob-HEY COME BACK HERE," he shouted as he finished off a Knight and spotted King and Queen making a run for it.

"Hey dumbass," Gray said as he poked Natsu in the face. "Wake up," he shouted as he began shaking him. Sighing, Gray made a giant ice block and dropped it on Natsu's face.

"AHAAHHAAHAH SO CCCOOOLLLDDD," Natsu shouted as he flung himself up. "WHAT THE HELL GRAY! WHY DID YOU DO TH-hey where did all these guys come from," Natsu asked as he saw Spidey and the other heroes fighting.

"Forget those guys," Gray responded as he pointed towards King and Queen, "go and catch those two to find out where Lucy and the others are being held at."

"Alright," Natsu replied. "What about you," he asked before taking off.

Noticing Crimson Viper was eyeing him, Gray answered, "Seems like I've got more women problems do deal with..."

"Good luck with that," Natsu responded as he chased after King and Queen.

Approaching Crimson Viper, Gray asked, "So why the suit?"

"Why shirtless," she replied as she stared at Gray.

 _Wait what? HOW DOES THIS KEEP HAPPENING,_ Gray thought as he panicked from the realization he was shirtless. "We've all got our preferences," he answered with a bit of shakiness.

"Like all men, you try to show a tough face," Crimson Viper responded as she took her fighting stance. "Now let's see what makes you tick," she said as she made a challenge gesture.

"What makes me tick," Gray questioned as he formed twin ice swords. "Heh, don't be surprised if you find me cold-hearted," he said as he took his fighting stance.

 **Back on the Helicarrier in a secured room**

"JUVIA SENSES ANOTHER LOVE RIVAL," Juvia shouted as she stood up. "I MUST FIND MY DEAR GRAY," she continued as she ran for the door.

"OH NO YOU DON'T," the other Fairies shouted as they tried to stop her.

 **Royal Family Base**

Spotting Erza and Gray against the two new villains, Shadow Spidey commented as he slammed a Knight into the wall, "I sense epic fight scenes!"

"Shut up and focus," Reaper shouted as he reloaded his rifle. Spotting Spidey being blocked by Knights, Reaper shouted, "HEY HERO!"

"What now Reaper," Spidey shouted back as he dodged.

Switching to explosive rounds, Reaper answered, "HERE COMES THE BOOM!"

"Is that a Longest Yard r-*Spidey Sense* REFERENCE," Spidey shouted as he dodged Reaper's barrage. Landing, he turned then shouted, "YOU COULD'VE WARNED ME!"

"AH STOP WHINING AND GO AFTER THOSE TWO," Reaper shouted back as he reloaded. "We've got this," he continued.

"Thanks," Spidey shouted as he swung away. "Now where is N-never mind," he said as he saw fiery explosions in the distance.

"OUT OF MY WAY YOU METAL FREAKS," Natsu shouted as he smashed through Knight after Knight.

"Mind if I join you on the your path of destruction," Spidey asked as he swung in and kicked a Knight.

"Hell yeah! I'M ALL FIRED UP," Natsu shouted as he unleashed his roar then continued to blaze through Knights.

Seeing Natsu take down enemies as fast as they appeared, Spidey thought, _Man when he's fired up it looks like nothing can stop him. Soaring through the battlefield, hard and fast. I GOT IT!_ "HEY NATSU," Spidey shouted as he caught up. "I know what your hero name should be?"

"What," Natsu asked as he smashed a Knight.

"Get ready for it," Spidey replied as he watched Natsu launch himself in the air. " _SPITFIRE_ ," he announced as Natsu roared.

Landing, Natsu stood up then replied, "I like it."

"Know you would," Spidey responded. "Now let's go serve up a royal ass kicking, Spitfire," he said as he swung forward.

"Right behind you Spider-Man," Spitfire replied as he followed.

 **Murder World**

"Everyone got the plan," Lucy asked as she looked to the others. Everyone nodded in response then she announced, "Alright! OPERATION: Break Out is a go!"

"SSSHHHH," everybody responded as Lucy quickly covered her mouth.

"Arcade seems to be busy," Leon commented. "Alright Terminator, do your thing."

"Roger," X replied as he charged up. "Activating EMP in 3...2...1," X announced as he dispersed.

A mini black out occurred. Lucy moved forward to see if the force field was still there. "WHOA," she shouted as she tripped and fell out of the cell. "Ow...," she groaned as she rubbed her knees. "Oh hey I'm out," Lucy commented as she stood back up.

"Come on Captain Obvious," Leon responded as he and the others followed Frank.

"Coming," Lucy replied as she caught up. Several minutes later after following the pics Frank took, the group stopped due to running out of photos. "Guess we're blind from here," Lucy commented as she examined the area.

"Yeah, but let's see if we can find a terminal to access," Chris said as he began searching, "maybe we'll find an actual map in there."

Noticing Gajeel was staring at him, X asked, "May I help you?"

"You look like the dude who kicked our ass," Gajeel answered.

"Beg your pardon," X questioned.

"He is in Red Armor and Blonde hair," Gajeel began describing, "looks a bit like you."

"Oh...yeah, that's my friend Zero," X replied.

"WAIT WHAT," the five Fairies shouted.

"How is he your friend," Mira asked.

"Look, I know he harmed you, but Zero isn't like that," X responded. "I just hope he is being mind controlled and not going Maverick," he continued.

"You said it again," Lucy announced.

"What?"

"Maverick. What does that mean," Lucy asked.

"To put it simple it's like malfunctioning," X answered with a bleak face.

"So you think he's malfunctioning," Lisanna asked.

"No, Zero would never," X answered. "He is a Hero in my world so he wouldn't do this."

"Then that leaves mind control," Chris commented.

"And that means Arcade might be mind controlling heroes and villains from various worlds," Leon added.

"Oh man and I thought Zombies were bad," Frank exclaimed.

"We should get going before Arcade notices we're gone," Lucy chimed in as she began walking.

"Oh I've noticed," Arcade spoke over the intercom. "I actually knew you would attempt something like this," he continued as he pressed a button.

Suddenly the floor disappeared. The heroes let out a cry of surprise as they fell. "Ugh...my head...," Lucy groaned as she slowly opened her eyes. Surrounded by tall walls, Lucy stood up then asked, "Hey is anyone there!" Feeling something around her neck, she questioned, "What the hell is this on me?!"

"Welcome to the Game Board," Arcade announced. "I was going to wait for the DLC Characters to arrive, but they're taking too long so I'll just use you," he continued as he appeared on a giant monitor. "First of all, you are all in a maze. Second you have collars around your neck. Third if you try to remove the collars, your head explodes," Arcade began explaining. "Today we'll be playing a fun game of hide and seek. One of you will be the Seeker while the others are the Hiders. If you're the Seeker and you spot a Hider then that Hider becomes the Seeker. After counting to then the new Seeker will go on the hunt. Now you have 30 minutes to play and whoever the Seeker is at the end of the game wins."

"That doesn't make sense," Levy mumbled to herself. "It's hide and seek, shouldn't the hiders win in the end?"

"I know you're probably asking why the Seeker wins," Arcade announced. "When 30 minutes expire, all the Hiders collars will explode."

Shock and confusion filled the heroes mind as they processed Arcade's words. "So that means we actively have to find the Seeker," Leon commented.

 _This is sick and twisted,_ Lucy thought as she hugged herself. _Peter...Natsu...pl-please hurry..._

* * *

 **HEY HEY HEY! Sorry it's been a bit over a month since the last update, but never fear! the next 3 chapters are here! Yeah that's right 3 CHAPTERS! Anyway, chapter 25 will be the conclusion of this Arcade Mini Arc then on to the big one! So hang on tight my friends cause they're coming out soon! Like really soon!**

 **So yeah, I decided to give Natsu the Hero Name Spitfire cause it kind of makes sense. His words are filled with fiery passion and he hits hard when he's using his fists. And that also means that Gray and Erza are getting Hero Names in the next chapter!**

 **So I've got an announcement to make on Chapter 25 cause you know I have OCD on stuff like that. ANYWAY it's like not the big of a deal, bbbuuuttt it may deal with a third story relating to these characters. SSSOOO YYYEEEAAAHHH hope you all are excited for that!**

 **As always I thank you for reading and supporting this story. I hope you enjoy this chapter and I'll cya in the next!**


	24. Arcade Arc: Epic Fight Scenes!

**Reminder(s)**

 **Natsu's Hero Name: Spitfire**

* * *

Chapter 24

 **Royal Family Base**

"How many robots are they gonna throw at us," Spidey asked as he barreled through a dozen Knights.

"Don't know," Spitfire replied as he used his Fire Dragon Wing Attack to clear up the area, "but it won't matter. Line'em up and I'll knock'em down."

"Alright! We'll catch King and Queen in no t-*Spidey sense* WHOA," Spidey shouted as he dodged an attack that came from the wall. "What the hell," Spidey questioned as he stared at Evil Ryu.

"Who the hell is this guy," Spitfire asked as he examined Evil Ryu. "Another one of Arcade's characters?"

"Probably," Spidey answered as he landed next to him.

"Kill kill kill," Evil Ryu uttered as he faced the two. Examining them, he pointed towards Spitfire then said, "You. I will kill you."

"Kill me," Spitfire questioned as he made a face. Grinning, he replied, "Hah. Like to see you try pal."

"Spitfire, you sure about this," Spidey asked in concern. "You got your ass handed by that blonde guy back there."

"I underestimated him," Spitfire replied as he and Evil Ryu took their fighting stance. "Now I know how powerful they can be, I won't make the same mistake," he said as he made a challenging gesture. "Go on Spidey, Lucy and the others need you."

"Fine, but you better catch up when you finish this guy," Spidey replied as he swung away. "Lucy needs you too," he said as he glanced back at Spitfire.

 **Back with the other heroes**

"I sense another epic fight scene," Shadow Spidey commented as he dodged then threw a knife at a Knight.

"Focus," Reaper responded as he slammed the butt of his rifle against a Knight then unloaded onto a few more.

"My name is Albert Wesker and I'm going to end your life," Wesker said as he charged Erza.

"Like to see you try," Erza responded as she dodged then sliced at his calves. Seeing him dodge, Erza thought, _Damn. He's faster than I thought._

"Smart move, going for my legs," Wesker commented as he turned then kicked at Erza. Watching Erza deflect his kicks with her katan, Wesker added, "You're a strong one huh?"

 _Argh... his kicks are powerful, but I am still able to block it,_ Erza thought as she re-positioned herself. _Still. One of those and I might be done for,_ she thought as she examined Wesker.

"Oh. Examining me for weaknesses," Wesker commented as he charged then began a barrage of punches and kicks. Erza began dodging as he added, "Sorry, but I have none!"

"Don't be surprised if you find that I'm cold-hearted," Gray said as he took his fighting stance with his twin ice swords. _Damnit. First I'm shirtless and now I'm making jokes like Spidey...I need a break from this..._

"Funny one are you," Crimson Viper commented as she charged. "Well let's see what other things I can bring out of you," she added as Gray dodged her attacks.

 _She's not as fast as the blonde guy,_ Gray thought as he dodged and blocked. Seeing his Twin Swords cracked, he thought, _But she sure packs a punch. Gotta be careful._

"Aww...did I break your toys," Viper asked as she noticed the cracks. "Haha, boys and their toys," she mocked as she made a taunted.

"Yeah you broke them," Gray responded as he dropped them then began summoning his Death Scythe. "But I can always make more," he shouted as he leaped into the air then slashed downwards. Seeing as his attack missed, he threw the Death Scythe at Viper then summoned his Ice Cannon and fired.

"Throwing a tantrum are we," Viper asked as she dodge Gray's attacks. Charging and landing a kick on Gray which sent him to a wall, Viper mocked, "Maybe you need a time out."

 _Argh...damnit...that hurt...,_ Gray thought as he held his stomach and got up. "Hey Lady are you a mom or something," Gray asked as he began casting his spell. "Cause if you are...I'm sorry, but I'm going all out from here on," he shouted as he fired Ice Arrows.

Taking a few shots, Viper leaped back then commented, "Hmm...I do like bad boys."

 **SHIELD Helicarrier**

"I'M TELLING YOU MY DEAR GRAY IS BEING SEDUCE BY ANOTHER LOVE RIVAL," Juvia protested as she struggled to break free.

"AND WE TOLD YOU THAT YOU CAN'T GO," the other Fairies shouted as they contained her.

"Oh boy...this is getting out of hand...," Master Makarov commented as he laid his face in his hand.

"Never a dull moment Master," Happy added.

 **Murder World**

"The game begins in 3...2...1," Arcade announced.

 _This is bad...,_ Leon thought as he ran to search for the others. _I don't think those kids will be strong enough to withstand this psychological pressure,_ he continued as he turned corners. _They might turn on each other...they might even kill...Damnit, I've got to get to them before they lose it, and I'm sure Chris is thinking the same idea,_ Leon finished as he turned another corner and found everyone, but Lucy and Chris. "Hey guys, I want to say so-"

"You think we'll turn on each other," Gajeel interrupted.

"Wha-No. I just though-"

"Don't worry Mr. Leon," Lissanna responded. "Our bond as a family is stronger. It won't break from some carrot haired psycho."

"Yeah," Levy said. "We won't play his sick game."

"Guess I was worried for nothing," Leon sighed as he leaned against a wall.

"Well since we aren't gonna play, what do you think he'll do," Frank questioned. "Cause I've encountered a lot of crazy people and when things didn't go their way, they did some unimaginable things."

"Guess we'll cross that bridge when we get there," X answered as he checked his systems.

 _Hmm...it seems the players don't want to play the game...,_ Arcade thought as he observed the heroes. _Fine then...let's switch it up,_ Arcade continued as he pressed a button.

Lucy felt the entire room change as she examined the area. Suddenly she appeared in a dome with different landscapes. _W-what just happened,_ she thought as she searched the area. _This is really bad..._

"Damnit. The bastard is up to something," Gajeel commented as he surveyed their surroundings.

"Well well well," Arcade announced, "seems that you all decided not to play the last game." He began pressing multiple buttons. "So I'm changing the game up," he continued as he tapped a final button. Suddenly Zero, Stryder and three other figures appeared in front of the group. "Oh and for you 'normal' types I'll be dropping pistols with a few magazines. Don't expect anything else from me from here on."

"Hmm...I sense someone strong here," the large man in a purple karate gi with red hair said as he stared at Gajeel.

"Meow! Looks like it's time to kick some butt, hope you catch this on camera," the blue haired cat girl posed as she pointed at Lisanna.

"Ooohhh I see some handsome young men here," the green haired lady with black/purple wings and clothes flirted, "come over here, I'll show you a good time."

Staring at Zero, X announced, "Zero is mine. You guys take the others."

Leon examined Stryder and the other three then responded, "The others don't look like something I fight on a daily basis, so do you mind a tag team?"

"Fine, but don't severely injure him," X answered as he activated his X Buster.

Loading the pistol Arcade dropped, Leon replied, "He's made of metal, I'm sure he can take a few bullets."

"Aww...those two are fighting Zero," the green haired lady commented. "Guess that leaves the young man with long spikey black hair," she added as she stared at Gajeel.

"Hold Succubus," the large red haired man announced as he held his hand out. "That one is mine."

"My name is Morrigan and you can't tell me what to do," she responded as she began to fly over to Gajeel.

"I don't think so," Mira said as she transformed into her Satan Soul: Sitri then flew in front of Morrigan.

"Ugh get out of the way," Morrigan demanded as she punched Mira, sending her into the trees.

"MIRA," Gajeel and the others shouted.

"Now where were we," Morrigan commented as she faced Gajeel. "Oh right. H-" Suddenly Mira appeared then sent Morrigan into another set of trees.

"'We' were about to fight," Mira mocked as she landed.

"ARGH," Morrigan screamed as she flew back over. "If it's a fight you want then it's a fight you'll get," she shouted as she tackled Mira and took off.

"SIS," Lisanna shouted as she began to chase them.

"Uh uh uh," the blue haired cat girl said as she landed in front of Lisanna. "You aren't going anywhere," she continued as she struck a pose.

"Wh-who are you," Lisanna asked as she stepped back.

"Name is Felicia, nyice to meet you," she introduced as she did another pose. "I'm sorry, but I'm going to have to kick your butt! It's gonna make me famous!"

"My name is Lisanna," Lisanna responded. "And I don't have time for you, I have to help my sister," she said as she stepped forward, but Felicia slashed at her causing her to step back.

"Like I said, I'm going to have to kick you're butt for ratings," Felicia repeated as she took her fighting stance. "It's on nyow."

"Cat Girl huh," Lisanna commented as she transformed into her Cat Soul. "Two can play at that game," she said as she took her fighting stance.

"Looks like we got a literal cat fight," Frank commented as he glanced at Lisanna and Felicia.

"Well we still got these two to deal with," Levy added as she pointed towards Stryder and the large man.

"The large one wants me," Gajeel responded as he stepped forward.

"Aaaahhh yes," the large man commented. "You have a heart of a fighter, and a strong one at that," he added as he took his fighting stance, "come. Let us fight!"

"Let's go big guy," Gajeel replied as he casted his Iron Dragon Sword.

"What is this," the large man asked as he stood straight. "You fight with a weapon," he commented as he glared at Gajeel, "Disgraceful." Looking at Frank, he said, "You there with that device, you will be my opponent."

"Whoa whoa whoa, look man I'm just a normal guy," Frank panicked as he flayed his hands. "Hey Rock Star," he said as he looked at Gajeel.

"Who me," Gajeel asked as he pointed to himself.

"Yeah you," Frank answered. "Look, can you fight that guy without the deadly weapons coming out from you," Frank asked. "Cause I'm gonna get pulped if I fight him."

Staring at the large man, Gajeel answered, "Fine then. I'll fight you with my fists."

"Good," the large man replied. Taking his fighting stance, he announced, "My name is Akuma, and I gladly challenge you!"

Using Iron Scales, Gajeel took his fighting stance then replied, "Name's Gajeel. Get ready to get your ass rocked!"

"Guess that leaves ninja dude over there to us, Small Fry," Frank commented as he pointed towards Stryder.

 _Small Fry,_ Levy thought as she gave a questioning glance at Frank, _is he talking about me?_

"Yes I'm talking to you," Frank responded to Levy's glance. "Let's make him a real ninja and disappear," Frank gloated as he loaded the pistol while Levy took her fighting stance.

 **Somewhere on the Game Board**

"Ah man I'm still lost," Lucy shouted as she kicked a tree. "Everyone could be in trouble and I'm stuck here in the middle of a forest," she ranted as she flayed her arms in the air. Spotting someone in the distance, Lucy hid in the bushes and slowly approached them. Seeing a young man with slicked back white hair with black and dark blue clothing, Lucy thought, _Friend or Foe? Also, he is really handsome._

The man sensed Lucy then threw a throwing knife her way, but missed. "Damnit," he commented, "am I getting rusty?"

 _Why do the hot ones have to be bad,_ Lucy thought as she dashed out of the bushes to the trees. The man predicted her movements then threw another knife. Spotting it at the last second, Lucy thought, _Oh no...I'm going to die..._ Suddenly she heard a gunshot then saw the knife get deflected into the tree behind her. Searching for the shooter, she spotted Chris.

"Made it," Chris commented as he approached Lucy. "You okay Lucy," he asked as he faced the man in front of her.

"Yeah, thanks," Lucy answered as she took out her whip.

"A whip and a gun," the man commented as he took out his his katana, "let's see if that beats my Yamato."

 **Royal Family Base: With Gray and the others**

"Damn lady keep still," Gray demanded as he fired Ice Arrows.

"Not happening," Viper replied as she closed in.

Seeing his range attack failed, Gray switched to Cold Excalibur and prepared to defend. Dodging and blocking Viper's attack, Gray swung, hitting her arm. "Gotcha," he gloated as he went on the offensive.

Leaping back, Viper noticed her arm began to be covered in ice. Slamming her fist on the ground, freeing her arm, she responded, "Oh now you've been a naughty boy." Charging forward, she performed a flying kick, shattering Cold Excalibur. Landing behind Gray, she gloated, "It's over." She threw a punch, but was surprised when Gray's body shattered into ice. "What the?"

"You're right," Gray shouted as he appeared in the air. "IT IS OVER," he exclaimed as he casted his spell.

 _Ice Make: Ice Bringer!_

Creating twin swords, Gray fell towards Viper then rapidly moved the swords in an X motion, slicing her. Seeing Viper hit the floor, Gray mocked, "Told ya I'm cold-hearted."

"Hey Gray," Shadow Spidey greeted as he landed next to him with a broken Knight. "Whoa you took down that lady," he commented as he saw the defeated Viper.

"Guess she was exposed to the cold too long," Gray gloated as he held his sides. _Okay...I gotta seriously stop with these jokes..._

"Exposed to the cold too long," Shadow Spidey repeated. "OH OH OH OH! I KNOW WHAT TO CALL YOU!"

"What?"

"Frostbite!"

"Hmm...I can roll with that," Gray replied as he glanced at Erza. _I would try to help, but I'm in no shape...Come on Erza, I know you can do it._

Still dodging and blocking Wesker's attack, Erza thought, _Can't just be on the defensive all day. Gotta find a way._ Disengaging, Erza leaped a few feet back.

"Retreating are we," Wesker mocked as he chased her. "What happened to all the bravado earlier," he asked as he began his assault again.

 _Damn he's a persistent one,_ Erza thought as she kept on disengaging and gained distance.

"You're boring me," Wesker commented as he stood straight. Glancing at Gray, he announced, "Maybe this will make things interesting." Wesker charged Gray with a punch.

"YOU WILL NOT HARM HIM," Erza shouted as she blocked Wesker's attack with her katana. Wesker leaped back then chuckled. Noticing her katana was shattered, she glared at Wesker then shouted, "Coward! Attacking an injured man!"

"I will do anything to ensure my victory," Wesker responded as he grinned.

"Then I will do the same," Erza angrily replied as she equipped her Heaven's Wheel Armor then casted her spell.

 _Circle Sword!_

Summoning multiple swords, she glared at Wesker then announced, "It's over for you!"

"Heh, we shall see," Wesker replied as he charged.

 _Dance My Blades!_

Launching her swords, Wesker managed to get pinned by some and into a wall. "GRAY," Erza shouted as she equipped into her Giant's Armor.

"I got you Erza," Gray shouted back as he casted his spell.

 _Ice Make: Freeze Lancer!_

Gray launched his Lance towards Erza. Catching Gray's Lance, Erza propelled it towards the pinned Wesker. Hearing Wesker scream in defeat, followed by an icy explosion, Erza returned to her hero suit then announced, "Victory is mine Wesker."

"Holy moly that was awesome," Shadow Spidey commented. Examining Erza, Shadow Spidey announced, "AH! HERO NAME! I'VE GOT ONE!"

"What is he going on about," Erza asked as she approached the two. Surveying the battlefield, Erza saw that the other heroes managed to defeat the Knights. "Our job is done here," she commented as she sat down. "We leave the rest up to you Spider-Man."

"Hey hey hey," Shadow Spidey repeated with joy as he sat next to Erza. "How do you like the name: _Scarlet Knight_ ," he announced as he made a hand gesture.

"Hmm...Scarlet Knight," Erza repeated as she placed her hand on her chin. "That sounds splendid."

"Sweet I knew you'd like it," Shadow Spidey responded as he laid on his back. _We're all counting on you Spidey, go kick some ass,_ he thought as he examined everyone.

* * *

 **Hey guys! Told ya the next chapter was gonna be out soon!**

 **Anyway, I just want to say: THANK YOU SO MUCH FOR 20,000 VIEWS! IT MEANS A LOT THAT YOU GUYS ARE READING AND SUPPORTING THIS STORY! I would like to really thank all of you who have been PMing me to input your ideas or just to ask questions of where the story is heading. It really means a lot to me! I'm also sorry that it takes a while to update, but I thank you for bearing it! I make it a point that if I take too long to update, I'll update like 3-5 chapters at once to quench your SpideyxFairy hunger!**

 **Chapter Review**

 **A lot of things happened in this chapter! Especially the introduction of new Capcom characters! I hope you all are familiar with them and know why I matched them up with our heroes.  
Also Gray and Erza got Hero Names! Hopefully you like those too. Took a while to come up with one, but I settled with these. Don't worry, Wendy is getting one to and so are the other Fairies! Oh I hope you didn't forget that Lucy already has one: Celestia. (cause of her magic. eh don't blame me, I'm not that creative)**

 **Anyway, the next chapter will be the final one for this arc then onto the Magical Warfare Arc! I'm bringing in Marvel's Biggest Magical Heroes and Villains! Also the Fairies are getting and upgrade in power and costumes! HOORAY! (looking at you FT fans)**

 **Friendly reminder: the next chapter will have a huge announcement pertaining to a story in the works right now. What can it be? I don't know? Stay tuned to find out!**

 **And finally I would like to thank you all again for your support and taking time to read this story. I'm pretty sure there are better ones out there and I know I'm not the best writer, but you all help me. So thanks again for 20,000 views and for your support. As always, I will see you in the next chapter!**

 **P.S. It's coming soon! And Happy 4th of July for all my United States readers!**


	25. Arcade Arc: Game Over

Chapter 25

 **With Spidey, chasing down King and Queen**

"Holy crap! This is a lot of robots," Spidey commented as he fought through waves of Knights. "SERIOUSLY IS THERE LIKE AN ASSEMBLY LINE SOMEWHERE HERE," he questioned as he kicked one's head off then finished off the rest. "Finally," he sighed as he swung forward. _I hope that's the last of them, I can't waste anymore time. Who knows what Arcade is doing to Lucy and the others right now,_ Spidey thought as he flung through a door then landed. "Gotcha-HEY WHERE DO YOU THINK YOU'RE GOING," Spidey shouted as he spotted King and Queen entering a teleporter.

"Bye bye Spider," King mocked as he entered.

"Oh no you don't," Spidey responded as he webbed towards them.

 **Murder World**

Exiting the teleporter, Spidey collapsed then thought, _Ugh...I really hate teleporters...Hey at least they don't make my suit go black like that dude in the web series...What was it called? Red vs Blue? No...that's too simple._ Opening his eyes, Spidey noticed he was surrounded by Pawns and Knights. "I really hate teleporters."

 **Back on the Game Board with Gajeel and the others**

"I was right," Akuma shouted as he dodged Gajeel's attack, "you are indeed a strong one!"

"Quit ya yapping and fight," Gajeel shouted back as he threw a punch, but Akuma stopped it with one hand. "Ah sh**."

"Fine, I will get serious," Akuma replied as he sent Gajeel into trees.

Dodging Zero's attack, Leon commented, "Jesus, he sure is intense."

Blocking, X responded, "He's one of the best from my world." Leaping away, X began firing then said, "Just keep firing. He'll eventually tire out."

"Got it," Leon replied as he unloaded.

 _Solid Script: Fire_

Levy shouted as she casted her spell. Stryder managed to dodge then charged at her.

"Say cheese," Frank commented as he activated his camera, stunning and blinding Stryder. Managing to land a punch which sent Stryder back a few feet, Frank commented, "Hmm...Guess a ninja's weakness is bright lights."

"You got lucky," Stryder responded as he regained focus then charged.

"Oh crap," Frank shouted as he dodged. "Hey man! Watch the camera," Frank added as he fired his pistol, "piece of junk costs me a fortune!"

 _Is he serious...,_ Levy thought as she watched the exchange between the two.

 **With Lucy and Chris**

"A whip and a gun," the young man commented as he unsheathed his katana, "let's see if that beats my Yamato."

"Careful Lucy," Chris warned as he aimed, "this guy is something else."

"Yeah," Lucy replied as she took her fighting stance.

"Guess I'm first," the man said as he charged. Dodging Chris' bullets, he began to swing, but Lucy grabbed his sword with her whip then flung him into a tree.

"Didn't see that one coming did ya," Lucy gloated.

"Heh," the man responded as he got to his feet. "I find you a bit amusing blondie," he commented as he took his fighting stance, "guess I'll have to get serious."

"You just had to piss him off didn't you," Chris added as he reloaded and aimed.

"I didn't meant to," Lucy exclaimed.

 **Back with Spidey**

"I. HATE. TELEPORTERS," Spidey shouted as he fought many Pawns and Knights. "And another bites the dust," he commented as he finished off the last Knight. _Man...I thought they'd never end..._ , he thought as he made his way through Murder World. "Lucy and the others gotta be here somewhere," he commented as he swung through the halls.

"HEY IS ANYBODY OUT THERE," a voice shouted.

"What the," Spidey questioned as he stopped.

"COME ON I KNOW SOMEONE CAN HEAR ME," the voice continued.

Following the source of the voice, Spidey opened a door and found a man with white hair, wearing a red short sleeved coat, zipped up black undershirt, along with black gloves exposing his knuckles, black biker pants and boots, encased in a glass cell. "Who are you?"

"Name's Dante," the man introduced himself. "And I'm kinda stuck. Be a nice guy and help me out?"

"Uh...sure," Spidey answered as he reached for the release button. "Wait a second. Are you one of Arcade's characters," he asked as he retracted his hand.

"Huh? Who is Arcade," Dante responded. "Oh. If you're talking about the crazy dude with orange hair then no I'm not with him," he answered. "HOWEVER. I'm not from this world."

"Yeah I could guess that from the way you look," Spidey replied as he examined Dante.

"Hey. You shouldn't be judging others Mr. Spandex," Dante responded.

"Touche," Spidey agreed as he pressed the release button. "Mind telling me what you know?"

"Sure. Orange dude is crazy, using those collars," Dante answered as he pointed to them, "to control the others here, and is planning to take over the world."

"Sounds like Arcade," Spidey commented. "Say, you up for some butt kicking," he asked as he headed towards the door.

"Oh you don't need to ask," Dante replied as he gathered his weapons, "I specialize in ass kicking."

"Sounds good. Let's go," Spidey responded as they exited then made their way through Murder World.

 **Back with Natsu vs Evil Ryu**

Getting to his feet after begin punched into the wall, Natsu wiped some blood from his mouth then commented, "Cocky bastard...You aren't even at full strength aren't ya?"

"Oh you can tell from that," Evil Ryu gloated as he cracked his knuckles. "You must have a lot of experience then."

"More than you know," Natsu shouted as he charged with his Iron Dragon Fist. Evil Ryu dodged then kicked, but Natsu leaped off then shouted.

 _Roar of the Fire Dragon!_

Dodging Evil Ryu leaped into the air then sent Natsu smashing into the ground. Landing, he mocked, "That's all you got?"

Getting up, Natsu spat out blood then replied, "Oh I'm just getting started!" Firing up, he leaped forward then shouted.

 _Dragon Slayer Secret Arts: Crimson Lotus: Trail Blazer!_

Unleashing a serious of kicks and punches, Natsu managed to sent Evil Ryu several meters back. "How's that," Natsu mocked as he made another challenge gesture ( **A/N: the one from the Matrix, just to clarify).**

"Heh," Evil Ryu replied as he wiped a bit of blood from the corner of his lip. Taking his fighting stance, he added, "Now you die."

 **On the Game Board**

Dodging Morrigan's attack, Mira thought, _Her power level is almost on par with Masters, maybe even higher. I've got to be careful not to take direct hits._

"What's wrong," Morrigan asked as she continued her attack. "What happened to the fight you were talking about," she mocked.

Seeing an opening, Mira charged then shouted, "It's right here!" Suddenly she was grabbed by Morrigan's wings then flung towards the ground.

Watching Mira smash into the ground, Morrigan landed then gloated, "Oh I'm sorry. I couldn't hear you." Stepping on Mira's stomach, "Could you repeat that?"

Elsewhere, Lisanna began her assault against Felicia. "Whoa, you are a feisty one aren't ya," Felicia commented as she dodged and blocked.

 _I have to end this soon. Mira could need some help,_ Lisanna thought as she continued.

Grabbing Lisanna's arm, Felicia mocked, "Nyow it's my turn." Flinging Lisanna into the trees, Felicia leaped after her then unleashed a barrage of slashes and kicks.

Blocking and dodging, Lisanna leaped towards the ground then kicked. Connecting, she sent Felicia into a tree trunk. "You done yet," she gloated as she took her fighting stance.

"Nyot a chance," Felicia responded as she charged.

 _She increased her speed,_ Lisanna thought as she tried to follow Felicia's movements. _This isn't good, I can't follow he-_

"Surprise," Felicia mocked as she landed a punch on Lisanna's stomach, sending her through several trees. "Whoops...I hope I didn't kill her," she commented as she began walking towards Lisanna.

Struggling to get to her feet, Lisanna thought, _Ugh...I can't get up...I can't...I just can't..._ Seeing Felicia approach her, she began fading. _It's over...I've...lost...Sorry everyone...Sorry big si-_ Suddenly she heard Mira's scream. Glancing towards the sound, she saw Morrigan torturing her.

"This is for getting in my way," Morrigan shouted as she whipped Mira, "and this is for punching me!"

"Yikes," Felicia commented at the scene as she approached Lisanna. "Be glad I'm nyot like that," she added as she crouched. "Hmm? Hey. Are you ok-" Felicia said before Lisanna head butted her, knocking her onto the ground.

Breathing heavy, Lisanna thought, _Not...done...yet..._ Staring at Morrigan, Lisanna charged, screaming, "I'M COMING BIG SIS!"

"LISANNA NO," Mira screamed back as she watched her charge.

"Oh. Big sis huh," Morrigan commented as she faced Lisanna.

"Get away from her," Lisanna shouted as she began slashing at Morrigan.

Dodging, Morrigan whipped Lisanna, sending her spiraling towards the ground. "How amusing," she commented at the unconscious Lisanna. "Sisterly love."

"YOU'LL PAY FOR THAT," Mira screamed as she struggled to break free.

Back in the control room, Arcade watched as each fight played out. "Hmm...I knew my characters could put these heroes on the ropes," he commented as he watched Lucy and the others struggle against their opponents. "Why don't we spice things up a bit," he added as he pressed on the intercom. "Attention players. To make the game more interesting, I'm taking a mechanic from the previous game and adding it into this. Then revamping your conditions. To win or survive: You have to beat your opponents or 1. You'll die by them or 2. Time will run out and your collars will explode, killing you and them." Pressing a button, a timer appeared then he announced, "5 minutes on the clock. Good luck."

"Bastard," Gajeel commented as he dodged Akuma's attack. "He's f***ing crazy," he added as he landed a punch.

"Chris we've got to hurry," Lucy warned as she attacked.

"I know I know," Chris responded as he reloaded.

"Jesus this is sure a sh** show," Frank commented as he fired at Stryder. "And I come from a world filled with Zombies, so that's saying something," he added as he reloaded as Levy attacked.

 **Back with Spidey and Dante**

"Hear that," Dante questioned as he knocked a Pawn into a wall.

"Yeah, we gotta hurry," Spidey answered as he smashed two Knights together. Fighting through waves of Pawns and Knights, Spidey commented, "Seriously. Are we in a video game cause these guys just spawn out of nowhere!"

"We'll it's better than dealing with what I deal with," Dante responded as he punched a Knight into a wall.

"And that would be," Spidey questioned as he dodged a group of Pawn's attack.

"Demons and stuff that'd probably make you puke," Dante answered as he sliced up a group of Knights.

"You sound like someone I know," Spidey responded as they continued smashing through enemies.

"ONE MINUTE LEFT," a generic announcer voice announced.

"We've got to pick up the pace," Spidey exclaimed.

"I got this," Dante replied as he activated his Devil Trigger. "Time for a slaughter," he commented as he blazed through enemies.

 _Okay...maybe he's a bit better than Blade,_ Spidey thought as he watched Dante. Catching up, Spidey spotted King and Queen then shouted, "FOUND YOU!"

"Oh god how did he make it past all of our forces," King questioned as they ran.

"With that guy," Spidey answered as he pointed ahead of them.

"What the," Queen questioned as Dante appeared in front of them.

"Dead or alive," Dante asked as he raised his sword.

"Alive," Spidey answered as Dante knocked them down. Landing, Spidey asked, "Now tell me where Arcade is!"

"Okay okay," King replied as he flayed his arms. "We're close! Down the hall, take a left and you'll see a giant door!"

"Thanks," Spidey responded as he webbed them up. "Let's go," he exclaimed as he bolted down the hall. Turning the corner, he spotted the door then shouted, "There! Almost the-"

Suddenly Nemesis appeared again, blocking the two heroes. "HHHEEERRROOOEEESSS," he shouted as he raised his mini gun

"OKAY DID HE JUST RESPAWN," Spidey shouted as he and Dante took cover behind some metallic pillars before Nemesis opened fire.

"Friend of yours," Dante asked over the sound of the mini gun.

"Very funny," Spidey responded.

"1 MINUTE REMAINING!"

"Damnit," Spidey commented as he peeked out. "Hey Dante! Can you distract him?"

"Distractions," Dante asked with a smirk. Unholstering his pistols, he answered, "Another thing I'm good at." Peeking out, he announced, "As soon as I fire, GO."

"Gotcha," Spidey responded.

"3.2.1. GO," Dante shouted as he broke out and opened fired. Managing to clip Nemesis in the head, causing him to be stunned. He reloaded then took cover again.

Bolting pass Nemesis, Spidey kicked open the door. Landing, he spotted Arcade then shouted, "Game over Arcade!"

"Ah...if it isn't the Wall Crawler," Arcade responded as he spun his chair around. "I've been expecting you."

"What is this a Bond movie," Spidey questioned as he charged.

"Maybe," Arcade answered as he pressed a button, unleashing multiple traps.

"Traps! Of course there would be traps," Spidey shouted as he dodged. "Yeah this is a Bond mo-" Spidey commented before being pinned against the wall.

"Ah your jokes never seem to amuse me, Spider-Man," Arcade mocked as he watched Spidey struggle.

"Argh! When I get out of this I am so going on a combo streak," Spidey shouted as he began punching the claw pinning him.

"10 SECONDS LEFT!"

"Alas...you will be too late," Arcade responded as he watched the timer countdown.

Back on the Game Board, Lucy and the others are desperately fighting to defeat their opponents. "Ten seconds left! We can do this," Chris shouted as he fired at the man.

 _Come on come on,_ Lucy thought as she whipped at him.

"9!"

"Take this," Gajeel shouted as he slammed Akuma onto the ground, but was sent flying into some trees.

"8!"

"No way I ain't going out without making your day miserable," Frank shouted as he and Levy attacked Stryder.

"7!"

"Damnit," Leon grunted as he reloaded. "Your friend is really tough," he commented as he aimed then fired.

"6!"

"I know, but we can do this," X replied as he fired.

"5!"

"Seems like the fun is going to be ending soon," Morrigan commented as she whipped Mira. "And I was beginning to enjoy our time together," she added as she whipped her again.

"4!"

Slowly opening her eyes, Lisanna thought, _Got to...g-get...up...Mi-Mira...n-n-needs me..._

"3!"

"It was nyice while it lasted," Felicia commented as she sat up.

"2!"

"ARCADE STOP," Spidey shouted as he continued to struggle.

"1!"

"Sorry Spider-Man, but it's Game over for you," Arcade gloated as he gave a evil grin.

"ZER-". Suddenly Nemesis head flew in and randomly, luckily, hit the deactivation button.

"WHAT THE," Arcade shouted as he traced the head's path to the entrance of the room.

"God that thing was annoying," Dante commented as he sheathed his sword and entered.

"YOU," Arcade shouted.

"Shut up," Dante replied as he popped Arcade's knee cap.

"Dante," Spidey exclaimed, "that was too close!"

"Yeah yeah," Dante responded as he freed Spidey. "Hey man. I don't want to tell you how to do your job, buuuuut maybe you should be more aware of traps," Dante commented as they approached Arcade. "Alive or dead?"

"Alive," Spidey answered as he picked up Arcade. "Release the others or I'll change my mind and let my Demonic friend have fun with you," Spidey threatened.

"Please make him change his mind," Dante added as he smirked.

"I know when I'm beaten," Arcade answered and winced at the pain of the hole in his knee. After Spidey let him down, he activated the release of the collars, free Lucy and the others, and returning those under his control back to normal. "Am I under arrest," Arcade sarcastically asked.

Knocking him out then webbing him, Spidey answered, "Hell yeah you are." Activating the intercom, Spidey announced, "Greeting players! Game Master Spidey here! Congratulations you all have won! And what pray tell have you won? Oh the continue existence of your person and your own free will back!"

"Here he goes," Lucy commented as she smiled.

"Now if you all would kindly stand still as I teleport you to the surface, I'd really appreciate it," Spidey announced as he activated the teleporter. Arriving at the top, he was greeted by a hug from Lucy.

"Took you long enough," Lucy commented as she squeezed him.

Patting her head, Spidey replied, "Sorry. I had to run some errands."

"WE NEED MEDICAL ASSISTANCE," Levy screamed.

Heading to her, Spidey spotted Mira and Lisanna unconscious and gravely wounded. "Oh my god," Spidey commented as he activated his communicator. "FURY WE NEED MEDIC HERE NOW!"

"Spider-Man? What's wrong?"

"Two of the Fairies are wounded really bad, I don't know how long they'll last with our help," Spidey answered as he saw Chris tend to them. "Whoa? You a soldier?"

"Yeah, hang on. I'll do what I can," Chris answered as he took out some herbs and bandages.

"Let me help too," Lucy demanded as she knelt down.

"Here," Chris responded as he handed her some bandages.

"Thank you," she replied as she began bandaging.

Glancing at the others, Spidey asked, "I know one of you did this and I'm not gonna be mad cause I have a feeling you weren't yourself."

Morrigan averted her eyes then answered, "I-it was me..."

Spidey examined her. Seeing as she felt uncomfortable and guilty with what she'd done, Spidey replied, "Like I said, I'm not mad."

"Th-thank you," Morrigan responded as she straightened up.

"You okay Vergil," Dante asked the man, that Lucy and Chris were fighting.

"Yeah. Just a few scratches," Vergil answered. Leaning in, he whispered, "They're really weak to what we're used to."

"Look at this. Vergil is smack talking," Dante replied as he chuckled.

"X," Zero announced. "I'm sorry fo-"

"Hey you don't have to apologize," X interrupted. "Like the man in the weird costume, you weren't yourself."

"But how'd you know I'm not going Maverick?"

"Cause you're the last person I expect to," X answered as he patted Zero on the shoulder.

"Thanks," Zero replied. Facing Gajeel and Levy, he apologized, "And I'm sorry for attacking you."

"Hey it's okay, Spider-Man said you weren't yourself so it's all good," Levy answered.

"Thank y-"

"THE HELL IT IS," Gajeel interrupted as he faced up Zero. "I want a rematch."

"No Gajeel," Levy exclaimed as she pulled at his arm.

"What a waste of time," Akuma commented as he crossed his arms. "Can't believe I was brainwashed then saved by some freak."

"AND YOU," Gajeel shouted as he turned his attention to Akuma. "ARE WE GONNA FINISH WHAT WE STARTED," he asked as he tried to knock Levy off him.

"Heh, if I was in the mood I would, but I am a disgrace as a warrior to be saved by the likes of that man," Akuma answered as he pointed towards Spidey. "I also hate being in debt."

A SHIELD jet appeared then landed. As the ramp opened, several Medical personnel exited and carried Mira and Lisanna on board. "Lucy, Levy, Gajeel," Spidey said as he faced them, "you three are leaving too."

"Okay," Lucy replied as she and the other two boarded. "I'll see you back at base," she added as she gave Spidey a smile.

"Yeah. See you there," Spidey replied as he watched them fly away.

"Ooohh Mr. Spandex is in love," Dante commented.

"Mind your own business," Spidey responded. "Now," he added as he knelt down. "How do I get these people back home Arcade?"

"We have to back into my base."

Everybody deadpanned. "Why didn't you tell me this before I teleported us up here," Spidey asked.

"Never asked."

"OKAY KNOCK HIM OUT DANTE."

"With pleasure," Dante replied as he followed through.

Back inside Murder World, the group found the room Arcade used to enter their worlds. _Reminds of when I fought alongside with 616 Spider-Man and the others,_ Spidey thought as he glanced at the several portals. "Alright folks, thanks for stopping by in the ol' Earth 671. Hope you enjoyed your stay and please let us know when or if you plan to come back," Spidey announced. "Hopefully never...," he whispered.

"Thanks Mr. Spandex," Dante said as he and Vergil entered their portal.

"What do we do about Nemesis," Chris asked Leon.

"I don't know. Leave him here," Leon answered. "I mean in our timeline he's dead. So it really doesn't make a difference."

"Oh no. This thing is going back with you," Spidey announced as he lugged the remains of Nemesis onto a Web Sling Shot. "RETURN TO SENDER," he shouted as he shot him through. "And good riddance..."

"It's been a weird and long day," Chris said as he chuckled. "Can't wait to tell Clair this," he added as he entered their portal.

"Ha. She probably won't believe us," Leon responded as he followed. Giving a simple wave, he thanked, "Thanks Mr. Spandex, or whatever your name is."

"It's Spider- and they're gone," Spidey commented as they disappeared.

"Thanks and sorry again," Morrigan said as she entered her portal. "Such a shame I can't stay, so many handsome young men here," she added as she disappeared.

"Well it was nyice to be here," Felicia exclaimed. "Thanks again and please be sure to rate me," she added as she entered then disappeared.

"That just leaves you and the other three," Spidey commented as he glanced at Akuma.

"The sooner I leave the better," Akuma replied.

"Agreed," Spidey responded. Suddenly his communicator went off. "Reaper? What's up?"

"NEED HELP! BLONDE GUY AND PURPLE KARATE GUY ON A RAMPAGE!"

"What?"

"FAIRIES ARE DOWN. WE AND THE RED HEAD ARE TRYING TO STOP THEM. THINGS AREN'T LOOKING GOOD. HURRY!"

"Reaper," Spidey asked as he heard static. "Damnit. Hey big guy," he said before Akuma entered his portal, "I think I know how you can pay your debt."

 **Royal Family's Hideout**

"Damn he's fast," Reaper shouted as he fired at Wesker. "How are the Fairies doing," he asked as he glanced back at White Tiger.

"Alive, but unconscious," White Tiger answered. Seeing Iron-Spider smash into the wall, she commented, "Damnit. These two are too powerful!"

"Yeah, but that doesn't change things," Shadow Spidey responded as he dodged Evil Ryu's attacks. Firing web balls, Shadow Spidey asked, "Reaper did you contact him?"

"Don't know," Reaper answered as he reloaded. "Hope he got the message," he added as he aimed then fired.

Iron Fist managed to block on of Wesker's attack, but he was dragged a few feet back. "Such power," he commented, "how can you use this for evil."

"Cause I can," Wesker answered as he kicked him in the stomach, sending him smashing into the wall.

"Iron Fist is down," Nova shouted as he lit up Evil Ryu. "Did I get hi-" Nova asked before Evil Ryu leaped towards him then smacked him down.

"Sh** there goes Nova," Reaper commented as he switched targets to Evil Ryu. _Come on Mr. Hero Now would be a great time for a entrance,_ he thought as he watched Evil Ryu dodge his bullets.

"Now you die," Evil Ryu shouted as he threw a punch.

"We meet again," Akuma commented as he grabbed Evil Ryu's fist then flung him towards a wall.

"Whoa who are you," Reaper asked as he stared at Akuma.

"He's with me," Spidey announced as he swung in with Arcade under his arm. "Sorry, we're late, had to run back down that really long hall way," Spidey added as he landed. "Felt like I was in the Fast and Furious movie with the really long runway..."

"Glad you're here," White Tiger commented. "That means we won right?"

"Ye-"

"AKUMA," Evil shouted as he tackled him. The two then began a furious brawl, causing the ground to shake.

"Ah...more heroes to kill," Wesker announced as he approached them.

"Sounds like the villains got a continue," Spidey commented as he dropped Arcade then charged Wesker. "Everybody focus on him, let the big guy fight the other evil dude," Spidey ordered as he began his attack.

"A man who can lead," Viper commented as she followed Spidey's order. "Sounds interesting," she added as they began their attack.

Several minutes of intense fighting, Spidey and the group finally manged to knock down Wesker and Evil Ryu. Sitting down, Spidey commented, "Hardest boss ever..."

"You can say that again," Shadow Spidey added as he laid face first on the ground.

"For once, I'll accept a joke from you," Reaper said as he reloaded his rifle.

Activating his communicator, Spidey announced, "Fury...Mission accomplished...Fairies rescued, Arcade captured, villains defeated...send in the jet. We've got multiple wounded..."

"Sounds like you had fun."

"Shut up..."

"Ha. Jets are on their way. Hang in their, son."

Taking a deep breath, Spidey got to his feet then exhaled. "Alright...let's get you all home," he announced as he glanced at Akuma and Viper.

"Finally," Akuma commented as he headed back the way they came while dragging Evil Ryu.

"I hope they didn't miss me too long," Viper added as she followed with Wesker bounded.

"I'll be back guys," Spidey said as he left with the two. Back at Murder World, Spidey waved goodbye to Akuma and Viper as they returned with Evil Ryu to their world. Glancing at Wesker, he thought, _Hmm...where do you go..._ "Eh, I'll take a guess," he commented as he randomly, yet luckily, tossed Wesker into the right portal. "Level cleared," he added as he headed back to the others.

 **Several hours later aboard the Helicarrier Medical Room**

"Will they be okay," Lucy asked Doctor Conner as she examined her friends and the other heroes.

"They should wake up tomorrow and make a full recovery within weeks," Dr. Conner answered. Seeing Lucy's concerning face, he patted her shoulder then said, "Don't worry. If they're friends of Spider-Man then they'll pull through."

Lucy nodded then exited the room. "Lucy," Spidey asked as he turned the corner.

"Peter," she asked as she faced him.

"Hey are you ok-" Spidey managed to say before she hugged him.

"I-I-I was s-so scared," Lucy mumbled as she began tearing up. "I-I-I didn't know what would've happened, I was so afraid," she said as squeezed him.

 _She was putting on a brave face until now...,_ Spidey thought as he hugged her back. "It's okay...you did good," he ensured as he stroked her hair. "Everyone is okay now," he added as she looked up.

"Th-thank you..."

"No problem. Lucy," he replied as they headed back to his apartment with the other Fairies.

* * *

 **Hey guys! First of all I wanted to say that this was the longest chapter I've ever written. Even between my other stories, this is how much I care. Also since this is the finale of an arc, I wanted to make it long so expect all the other arc finales as long or longer than this!**

 **Anyway, Happy 25th Chapter! I want to thank you all for your reviews, PMs, and support for this story and I want to apologize that this took long to publish. I hope you all enjoyed this arc.**

 **The first chapter of the Magical Warfare Arc will be published within this week or the next due to me traveling. Please understand, I will try to publish ASAP. Thanks again for your support and understanding.**

 **Side Notes**

 **Hey all you SpideyxLucy, here is a bit of it and be expected for to come! Of course, romance can't come without complications so I hope you have your sails ready!**

 **To my FT fans, I know they've been getting their butts handed to them on multiple events, but the next arc will give them a major boost and new costumes! So yeah. They won't be able to fight Marvel's biggest and baddest, but they'll be able to hold their own and be on par with some heroes and villains.**

 **And to all my Capcom fans, I hope you all enjoyed this arc. Much love to all of you and I hope I did you guys right. Thanks again!**

 **Big Announcement**

 **So guys. I'm gonna tell you right now, this arc was originally the arc that was gonna be the finale for the entire story. BUT after reading, and watching a lot of Spidey and Fairy Tail, I decided to continue. So came all the additional arcs and the continuation of the story.**

 **Anyway, since then I've been thinking...I can make a third story. Yeah, that's right. The adventure won't end in this one. Well it'll take a while before this one ends, but basically we're gonna get a continue. Now I can't tell you all the details cause it'll give some spoilers for this story, but I'll give you a hint.**

 **I don't know if you all have read the recent Marvel Comics. You know the "All New All Different"? If you have, you know what I'm talking about and I can't say anymore. Anyway, thank you all again for supporting this story and don't worry, we have ways to ago in a galaxy faraway length till this story finishes.**

 **Cya in the next chapter!**


	26. Mini Chapter 1: Just Us

Mini Chapter # 1

 _It's been a few days after the whole Arcade thing and life is back to normal...for now,_ Spidey thought as he swung through the city. _Everyone, but Lucy and I who were involved in it are still recovering in the Helicarrier's Medical Center._ Landing on top of a pole, Spidey scanned the area for any suspicious activities. _Nothing unusual tonight. Just the loud noises of New York and the constant honking of people stuck in traffic. I guess I could head b-_ Suddenly an explosion went off in the distance. _I had to open my big mouth,_ Spidey thought as he made his way there.

"COME ON COME ON WE GOTTA GO," a thug shouted as he pointed his gun towards the civilians caught up in their crime.

"I'm hurrying I'm hurrying," a second thug replied as she quickly began shoving money in the bag. "If we get out of here, this would be the biggest score we've got!"

"We talking about high scores or like test scores," Spidey commented as he swung in.

"Oh great. Out of all the heroes we get Spider-Man," a third thug responded as he aimed his gun and fired.

"You make it sound like I'm annoying," Spidey replied as he dodged then jammed the gun with his webs. "Can't get a high score with your gun broken now can we," he mocked as he lunged forward, knocking the third thug out.

"Move it," the first thug shouted as he began running and gunning.

"I JUST HAD TO OPEN MY BIG MOUTH," the second thug screamed as she followed.

Dodging bullets, Spidey commented, "Sorry guys but it's game over!" Jamming their guns, Spidey then webbed them onto the walls before they could make it out of the building. "Sorry, but you can't get a continue till a few years from now," Spidey mocked as he exited the scene. _Well that happened,_ Spidey thought as he made his way back home.

 _"Hey I just thought of something," Devil Spidey commented._

 _"What is that," Angel Spidey asked._

 _"We've been spending an awful a lot of time with Lucy," Devil Spidey answered._

 _"Hmmm...you have a point," Angel Spidey replied._

 _"And we have feelings for her."_

 _"True true."_

 _"And she's hurting, emotionally."_

 _"Yes. Go on."_

 _"So maybe we can give her some TLC?"_

 _"By TLC you mean?"  
_

 _"You know."_

 _"Know what?"_

 _"When a man and a woman love each other stuff."_

 _"Huh?"_

 _"Jesus Christ, we gonna have s-"_

 _"ABSOLUTELY NOT," Spidey shouted._

Landing on the guard rail to his balcony, Spidey spotted Lucy staring into space. "Lucy," Spidey asked as she faced him.

"Oh hey Peter," Lucy replied. "Done patrolling for tonight?"

"Yeah. Just finished up stopping some guys and woman from robbing a bank," Peter answered as he took off his mask. "You doing okay?"

"Yeah...just had to get some fresh air," Lucy answered. "Master and the rest went to the Helicarrier to check up on Natsu and the others."

"Wait? They left?"

"Yeah. It's just us."

"Just us," Peter mumbled.

 _"Bowchickabowowow," Devil Spidey taunted._

 _"STOP IT," Angel Spidey screamed._

 _"Come on man," Devil Spidey responded. "We've been crap out of luck when it comes to dating women, but hey that never stopped us."_

 _"Listen. Every time we date, bad things happen to them," Angel Spidey replied._

 _"BUT LUCY IS ONE OF US," Devil Spidey exclaimed. "SHE KNOWS OUR LIFE AND ALL OF THAT."_

 _"No. We'll be putting her in harms way even more if our enemies find out."_

 _"I agree with Angel me," Spidey commented. "How about you Mavis."_

 _"I ship it."_

"Have you had dinner yet," Peter asked as they entered.

"No, but I'm not hun-" Her stomach growled.

"Yeah, I'll make something," Peter replied as he began cooking while Lucy covered her face from embarrassment.

 _Stupid stomach,_ Lucy thought as she hid her face. _Oh man now he thinks I'm a kid..._ , she continued as she watched Peter cook. _Why do I have this weird feeling...it's the same when I'm with Natsu...It can't be...I- I lov-_

"You okay Lucy," Peter asked as he placed a plate in front of her. "You're making a face. Were you hungry or starving," Peter mocked as he sat across from her.

"Ha ha very funny," Lucy replied as she began eating.

"Slow down Princess, there is more where that came from," Peter mocked again as he took a spoonful of food, but karma strikes and he dropped it all over him. "Oh come on!"

Lucy began laughing as she mocked, "Serves you right for all the times you make jokes!"

"My jokes aren't all bad," Peter replied as he cleaned himself up. Seeing Lucy smiling, Peter thought, _Maybe not now. But some day, it'll really be...just us._

* * *

 **Hey guys! I'll be doing mini chapters as like fillers in between arcs and all that.**

 **BUT you should pay attention cause some of these mini chapters will hold certain clues to what is next to come. Maybe not in the next arc, but in future ones so just letting you know now!**

 **Also not all Mini Chapters will not contain just Spidey and Lucy. I'm also using this to give the characters a chance to interact with others by having their own little mini adventures. Anyway, the first chapter of the Magical Warfare arc will be up soon! Thanks for reading and I'll cya in the next chapter!**


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